Permafrost
by thisismymo
Summary: Lucille "Lucy" Barnes, the younger sister of James "Bucky" Barnes, is a woman of genius level intellect and a good heart. As WWII wages on, she finds her place at the SSR assisting Dr. Erskine. But her strength and willpower is soon to be tested when Hydra shows their hand. Set in Cap 1 and goes onto Iron Man 1&2, and Thor. Lead up to Avengers. T for language etc. PG-13 Steve/OC
1. The Modern Marvels Pavilion

**Disclaimer: I do not own any of this. I only take credit for Lucy. **

**Please read this: This story starts off in 1942 during Captain America: The First Avenger and continues on to the Avengers etc. with some cross overs into related MARVEL films. I wanted to start off this early for several reasons that will hopefully become clear as you read on. Please leave constructive comments, as this is my first fic. This story will be Steve/OC (Lucy). Now please enjoy!**

Her heels clicked loudly against the pavement as she hurried toward the spiffed up Modern Marvels Pavilion. A playful breeze sent her dark chestnut hair into her eyes and revealed the spotless white lab coat under her beige overcoat. The sound of a woman's girlish bell like laughter and a man's belly shaking chortle rang out from amidst the crowd. Smoke lingered in the evening air spreading the acrid smell of fireworks and mingling with the fresh sent of popped popcorn. Bright lights flashed overhead in an awe worthy display of modern amusement. But none of these displays caught the attention of the hastening blue-eyed girl. Even the announcer was ignored, his voice vibrating through the air. Her mind was focused solely on finding a certain arrogant, genius, and flirt of a best friend who happened to be sporting a new mustache. She approached the back entrance and flashed her badge to gain entrance then spotted Howard standing with his back to her in a corner holding a hand mirror and stroking his latest attempt at facial hair.

"I see the mustache is coming along nicely this time around isn't it? And just in time for the presentation too." she stated smirking as her sudden appearance startled him.

He rolled his eyes exasperated at her antics and pointedly replied, "It only took so long to grow in because someone decided to take advantage of me falling asleep and shave off half of it causing me to all start over."

She laughed unashamed and quickly hugged her long time friend. "It's good to see you too Howard, how have you been? I haven't seen hide or hair of you since you introduced me to Doctor Erskine."

Howard grinned and shook his head, "My dear Lucy, I am unveiling my new Gravitic Reversion Technology today I am on top of the world. And you" he paused twirling her, "beautiful as ever. Have you let any one of those lads take you out on a date yet or even a dance?"

Her cheeks reddened as she spun and she quickly diverted the course of conversation. Trying to hide her smile Lucy stated, "Well then I guess you have nothing to worry about then, or have you forgotten our little bet?"

"Your lack of faith in my abilities wounds me!" He exclaimed gripping his heart animatedly and stumbled back a few paces.

Her eyebrow quirked upward at his antics, "I told you Stark, one of your calculations is a bit off and it diverted all of the others, the car will not work for longer than a few seconds."

"Well Barnes, I guess we'll just have to wait and see! It's show time!" He shouted grinning as he stepped away from her, flipping on a top hat and running onto the stage.

She rolled her eyes at his exuberance and clapped along with the crowd, which let out an ear-deafening roar of approval at his entrance. Lucy watched Howard as he captured the audience with his wild promises about the gravitic reversion technology. The time had finally come, the assistants dramatically took away the tires from the shiny red automobile and the spectators watched with baited breath as Howard raised the knob causing the car to hover a few inches off of the ground. She found herself getting ready to clap, _'Maybe Stark actually fixed the problem' _she thought just a moment too soon. The car wobbled in midair, sparked, and crashed back onto the stage with a deafening boom. Silence spread quickly throughout the perplexed audience.

"Well I did say a few years, didn't I?" Howard responded sheepishly to the people who sniggered and clapped anyway.

Lucy let out a very unladylike snort and burst into an uncontrollable fit of giggles clutching her stomach and leaning against a back wall, which is where Howard found her as he retired from the stage with an abashed bow. He crossed his arms and stared her down trying to keep his expression neutral. She looked up, saw his stance, and once again tittered causing his stern countenance to crack. He sighed, rubbed his neck and took out his wallet.

"Okay, okay, how much do I owe you for this debacle Lu?"

"If you had listened to me you wouldn't owe me a single penny Stark." She took the money and checked the time her eyes widening. She looked up apologetically, "It was nice to see you Howard, but I need to go, my break is over and Dr. Erskine is expecting me."

His smile softened as she prepared to leave, "Alright but we need to catch up sometime, perhaps over a coffee?" He leered playfully at his friend, and then with more seriousness, "We must get you a date Lu. You're in charge of inspecting all those soldiers and you tell me none have caught your eye?" he inspected her change in expression with the upmost sincerity.

She averted her eyes from his questioning gaze as the flash of a brilliant blue crossed her mind and answered, "No of course not, you'd be the first to know you nosy man." She replied with a slight nudge of her hand against his shoulder and a tense smile.

They said their goodbyes and she scurried off to the recruitment center. Lucy Barnes chucked fondly at her interaction with the famous, or perhaps better put, infamous, Howard Stark. She quickly brushed passed families with awestruck children and couples on romantic dates, again ignoring the multitude of fascinating inventions on display. The multicolored lights left her unfazed as she thought back on her history with Howard.

-permafrost-

She had just barely become an adult when the competition had been announced. The Stark Company had issued a challenge to the young adults of New York to complete a series of tests to win the award of the opportunity of working with the genius himself. She entered the contest without the knowledge of her brother, Bucky, and passed with an exceptional score beating out all the other competitors. She and Howard had met and hit it off straight away, him recognizing a similarly bright and eccentric mind. Instead of giving her the intended boring assistant job completely below her capabilities, he personally tutored her in the ever-changing art of researching and developing new technology. However, she found her calling to be more angled toward biological research when she met Dr. Erskine and then officially joining the S.S. R. as the good doctor's assistant.

-permafrost-

Lucy walked swiftly into the recruitment center and into her shared office with Dr. Erskine. The beige overcoat came off and she adjusted her long white lab coat, carefully tucking in a curly brunette lock of hair from her victory roll as the aforementioned doctor strolled in.

-permafrost-

_Doctor Erskine is a very… interesting fellow to put it lightly_ was her first impression of the unconventional doctor when they were introduced. He almost always wore that same faded brown tweed jacket and with his unique way of holding conversations, Lucy was sure she had never met anyone quite like her boss. She looked up to the good doctor; not only for his brilliance, but also as a father figure as her own parents died when she was young. It wasn't all heartbreak though. James had always taken good care of her looking out for her and supporting her to the best of his ability. Her expression turned soft as she thought of her older brother. The siblings loved each other and despite their hardship growing up, they both turned into wonderful adults. Even as youths, the Barnes children were honorable and friendly. James had even saved his now best friend, Steven, from bullies in an alleyway. Granted they would have never met if it weren't for the keen observational skills of Lucy.

-permafrost-

She was always the more perceptive of the siblings. She saw a flicker of golden blonde hair reflecting the sunlight from the alley across the street, pointing out the bullies to her brother. He of course forbade her from helping him as he went to defend the scrawny blue-eyed boy. Steven "Steve" Rogers. The Barnes children had met Steve that day in the alley and the unlikely trio became fast friends. She admired Steve from that first day. His kindness and support was an inspiration, causing her to enter the Stark competition and helping her to believe in herself helping her to succeed in her position today. Of course with a new job, she saw Steve and James less and less, but every once in a blue moon she had a day off and she would go visit her brother and Steve; especially Steve.

That being said, she hadn't seen either of them in a couple months. She had only just seen James that morning when he regretfully told her he was going to ship out to England first thing tomorrow. The news wasn't a shock to her. It had been expected for some time. Her older brother was big and strong and he wanted to serve his country. Tearfully she bid him good bye while making him promise to write her every now and then. Her work with the Super Soldier Serum candidates was consuming all her time and James knew this. Thus bringing her to the peculiar expression on Doctor Erskine's face.

-permafrost-

"What is it this time?" She asked curiously taking note of the thoughtful twist in his smile.

"I think I may have just found the perfect candidate we have been looking for. But, I still want your opinion of him. Come," he gestured for her to proceed out the office door, "he's in that room over there" he gestured.

She stared at the scientist bemused, "Is that his application?" She pointed to the dull brown folder in his hands, "May I perhaps read up on this mysterious perfect candidate before meeting him?"

He chuckled moving his arm behind him and out of her grasp, "No, no I want your opinion of him without looking at the facts first. I want to know what you think of his character, remember that is the most important quality."

She shook her head and followed his instructions to appease him walking toward the examination room. The off white curtains were pulled aside to allow for a small crack. She walked in slowly noticing the tense guard and the empty examination table before her sharp gaze noticed the nervous young man sitting in the corner and her eyebrows pulled up in astonishment.

"Steve?"


	2. Brooklyn

**Disclaimer: I do not own any of this. I only take credit for Lucy. Some of the dialogue you recognize comes from the writers; I do not take credit for it. **

Steve's shoulders relaxed immediately at the sight of his old friend and the corner of his mouth quirked at her entrance. Her shoulder length chocolate curls were pulled away from her heart shaped face in the their signature rolled style. Her crisp lab coat was draped elegantly over her petite frame allowing for her deep blue dress to peak through, accentuating her bright eyes. Lucy was apparently as startled to see him, as he was to see her. Her full red lips were open in a surprised "O" and Steve blinked quickly trying to withhold a blush and looking anywhere but her mouth. "Lucy? Wha-what are y…" he stuttered anxiously before he was interrupted by the entrance of another person

"Thank you." Doctor Erskine spoke to the military guard as he walked through the door a moment later. "So…" he remarked taking notice of the tension and confusion that enveloped the room, "you want to go over seas. Kill some Nazis." He asked meaningfully at Steve.

"Excuse me?" Steve inquired, perplexed turning his attention to the stranger.

'_Close your mouth! It's just Steve for Pete's sake'_ reprimanded Lucy to herself. She observed his apprehensive posture and serious expression. _'I should be listening to their conversation,'_ she thought half-heartedly. _'He's unchanged since the last time I saw him'_ she noticed quickly running her gaze critically over his form. His hair was still the beautiful golden blonde honey color she remembered and his eyes were shinning, even in the horrible lighting of the examination room.

"Five exams in five different…" started Erskine.

'_Five! Oh Steve, what have you been up to since I've left?'_ her brow furrowed as she pondered this new development and scrutinized her friend's shifting expression.

"But you didn't answer my question: Do you want to kill Nazis?" asked the scientist seriously and back on topic. The room was suddenly was still everybody waiting on the answer.

"Is this a test?" Steve questioned, his eyes flickering toward Lucy looking for an answer. She smiled sheepishly and shrugged her shoulders in reply.

"Yes," answered Erskine bluntly analyzing the young man in front of him.

Steve paused, "I don't want to kill anyone." he replied honestly and with conviction. "I don't like bullies. I don't care where they're from."

Lucy grinned proudly at his honorable response. Steve caught her eye and quickly looked away before his face could become flushed and tried to calm his quickening heart.

"I can offer you a chance." Dr. Erskine continued satisfied with the answer.

"I'll take it." Responded Steve immediately.

"Good." Erskine smiled at Steve and Lucy from under his glasses. "So where is the little guy from? Actually?" he probed looking for an honest answer.

Steve opened his mouth when Lucy jumped in, "Brooklyn" she supplied winking at Steve. Then turning to face the doctor, "We grew up together."

Doctor Erskine surveyed curiously back and forth between the young adults then shook his head with a smile and stamped the paper with a flourish. "Congratulations soldier" he stated handing Steve back his folder and turning to Lucy. "Miss Barnes I believe that will be all for tonight. Go and enjoy the festivities" he nodded toward Steve and looked pointedly at her with a twinkle in his eye.

Lucy felt her cheeks flush a brilliant crimson color and thanked her mentor before turning back to Steve who was still engrossed with his folder.

"Hey soldier," she purred jokingly, "what do you say we get out of here?"

Steve's head snapped up and his face flushed under her attention. He rolled his eyes and embraced her elfin frame.

"Did you get taller?" he greeted her jokingly holding her at arms length and looking her up and down.

Even with her in heels they were still relatively the same height. With the shoes she was just an inch or so taller than he was. "Hey just because I'm the only person in New York that's shorter than you normally doesn't give you license to poke fun of me mister." She rebutted scrunching her nose while poking him and causing him to laugh at her actions.

"What are you doing here Lu? I haven't seen you in months!" he admonished while they looped arms and wandered out of the exam room, "I thought you were still working with Stark in his lab?"

She laughed elated at their reunion, "Come on. I got let off early, lets go get a milkshake and I'll explain everything. My treat." She insisted whilst ushering him out of the door.

Later that evening they sat in a booth enjoying a chocolate milkshakes and catching up on each other's lives. Even though their ages only differed by a few years, Steve always felt protective of his best friend's younger sister. As they sat in the diner Steve started to rediscover little quirks he had not seen before in Lucy. The way she threw her head back and laughed, enjoying herself without holding back, her passion for the top-secret research project with Doctor Erskine, and technology work with Howard Stark. More than once he caught himself staring at her lips, and her hair, and especially her eyes. They were like ever-changing windows reflecting her mood back toward the viewer. But the quality that Steve most enjoyed about his friend was that she had finally found her calling in life. She was living the way that people in stories wanted to live, successful and happy. Then the moment became bittersweet as he reflected back on his accomplishments.

At closing they were kicked out of the diner and when the night had started to become morning, Steve walked Lucy to her door.

"I'll see you later soldier," she whispered pecking his cheek, "after all I am partly in charge of the top secret reason you were chosen."

He blushed and stepped back taking in the dazzling image of her bathed in moonlight smiling at him. He stood upright and saluted her, "Until next time ma'am" he joked before giving her a short bow and walking away into the night.

"Hey Steve?"

"Yes Lucy?" He replied pausing and turning around to face her, his face partly shaded in the dappled moonlight.

"I just want you to know I'm proud of you," she stated smiling gently at her friend.

She then turned away from the night and mumbled lightheartedly to herself while shutting her door to the evening chill, "James is going to kill me" then shaking her head and retiring for the night.

Steve looked back to see her closing the door and muttered to himself as he turned away to go home, "Bucky is going to kill me."


	3. Wheaton, New Jersey

**Disclaimer: Same as last time ;)**

Margaret Carter wasn't really as cold hearted as she seemed. In actuality, Peggy was one of the best, actually the only female friend Lucy had. Perhaps it was because the two strikingly gorgeous women put more stock in their brains than their beauty. Lucy met the skilled agent the same day she officially became Dr. Erskine's assistant. Tales were told about Agent Carter's bravery for going undercover as a maid deep into the headquarters of HYDRA, successfully freeing Erskine, and spectacularly escaping afterwards. Peggy did what Lucy aspired to do, to help her country in anyway that she could. She hoped that way could be by helping develop the Super Soldier Serum.

-permafrost-

Lucy coughed as the army car pulled up to a building and jerked to a stop. The ride to the New Jersey base was long and dusty. The seats in the truck, though worn, were hardly forgiving either. Howard exited first then offered her a hand to helped her out of the tall vehicle. She raised a hand to cover her eyes as she stepped out into the bright afternoon sunlight. Allowing her eyes to adjust to the brightness and waiting for the other men to get out of the car Lucy looked around the camp, familiarizing herself with the new surroundings.

"Everything is just so _brown _isn't it?" she remarked to Howard who had come to stand besides her eyeing the multitude of soldiers running around camp.

"Hmm. We should consider ourselves lucky doll. At least we don't have to wear the uniforms." Howard nodded toward the group of soldiers standing at attention as a brunette woman called to them not too far in from of where they were standing.

Lucy looked down at her faded day dress with a frown. "Technically everyone is wearing a uniform Howard." Lucy commented grimly tugging at a hole in her worn hem, "War means less fabric, less everything. Everyone has a uniform sadness."

Howard turned to her stroking his mustache thoughtfully "Oh cheer up Lu." He looked at her expectantly, "that's why we're here isn't it? To win the war?" He smiled encouragingly, "Chin up darling, they haven't seen what we've got up our sleeves yet. Now if you'll excuse me I must go see if they'll allow me to bring my plane to camp. I'm in of need some practice flying time." Pausing just as he was about to turn away, "You're always welcome to come join me again." He beamed mischievously, "One lesson does not mean you can pilot your own aircraft especially as it probably was beginners luck." Then he scampered off with a wink and a grin before she could swat at him for doubting her skill.

"Don't forget Stark," she shouted amused after his retreating back, "I helped you design those aircrafts! If anything I know them better than you do!" He waved his arm behind him in acknowledgement.

"Miss Barnes!" Called Erskine causing Lucy to look over at her colleague, "Come! We must go find Colonel Phillips."

Cheered from her encounter with Howard Lucy turned around and went back to talk with the Doctor. Together they marched into the imposing military building to find the Colonel.

-permafrost-

Chester Phillips was an army man through and through, straightforward, no frills, no nonsense, and very by the book. "Colonel Phillips!" Doctor Erskine greeted the stern military man. "I would like to introduce you to my assistant Miss Lucy Barnes. Lucy this is Colonel Chester Phillips the officer in charge of our little project and chief of this fine training camp." Erskine motioned toward Lucy to step forward.

"Nice firm handshake Miss Barnes, makes a respectable impression." The Colonel nodded toward Lucy. Then to Erskine, "I approve of this one. Not sure I like some of the other men out there though." He gestured gruffly toward the recruits visible through the windows.

"Well," said the Doctor with a shallow bow, "let's go meet them shall we?"

-permafrost-

Lucy and Doctor Erskine exited the car as it pulled up to the recruits. As they moved toward the standing men she saw Peggy nail a soldier right across the face. _'Same old Peggy'_ she mused to herself and inadvertently let out a short bell like laugh, catching the attention of a few soldiers, including Steve who also happened to be in this group.

The pregnant pause left in the wake of her outburst was broken by the Colonel's resounding rasp, "Agent Carter." He called in greeting.

Peggy whipped around, standing at attention to address him, "Colonel Phillips."

The Colonel gave her a quick glance before scrutinizing the men. "I can see that you are breaking in the candidates," he gave Peggy a quick nod, "that's good." Then to the man sprawled limbs all over the dirt he ordered, "Get you ass up out of that dirt, and stand up in that line at attention until somebody comes and tells you what to do."

"Yes, Sir!" the disgraced soldier replied with a slight sniffle, still recovering from his fall.

Colonel Phillips paused still looking over the men before starting on his speech, "General Patton has said, 'Wars are fought with weapons,'" he paused for emphasis, "'but they are won by men.' We are going to win this war, because we have the best… men." His speech sputtered to a stop as he glanced at Steve in disbelief. Here was a man, with the audacity to come to war, who was a foot shorter than he himself and skinnier than a pole. Phillips then snapped his gaze over to the scientists in disbelief, specifically Erskine, the only man mad enough to bring such an unfit specimen to his camp.

Erskine met his gaze unashamedly with a little quirk of his lips.

Gathering himself with a slight huff Colonel Phillips continued what he was saying, "And because they're gonna get better. Much, better. The Strategic Scientific Reserve is an allied effort made up with the best minds of the free world. Our goal is to create the best army in history. But every army starts with one man. At the end of this week, we will choose that man. He'll be the first of a new breed of super soldiers. And they will personally escort Adolph Hitler through the gates of hell." Satisfied with his little monologue Phillips dismissed the soldiers with a nod.

Lucy watched the soldiers go and after a wave toward Peggy she turned to join Erskine and Phillips as they strolled away.

"That boy is a shrimp. You brought a shrimp onto my training yard!" the Colonel growled lowly at the Doctor.

"All will be explained at the end of the week my dear fellow." Replied Erskine mysteriously with an air of nonchalance.

Phillips puffed his chest in annoyance and as his breath deflated he rubbed his nose and shook his head. "Anyway, if you'll both follow me I can show you to your lab, it is located right next to Starks…"


	4. 17 Years

The sun has not even begun to break apart the hazy morning darkness when the call comes to wake up in the mornings. Lucy groaned and turned over in her bunk covering her head with her arms trying to ignore the sleepy rustling of the other women in her building. Her bunk shakes as Peggy exits the bed beneath her and a face appears right next to her own.

Peggy smiles a Cheshire grin when she spots Lucy's vain attempt at getting a few extra moments of shut eye. "Come on darling! Rise and shine, you promised to help me do my hair today did you not?" Peggy insisted as she rubbed Lucy's shoulder futilely trying to wake up her friend.

With a huff Lucy sat up, "As her Majesty commands." And stumbled off the top bunk onto the floor with an ungraceful startle.

Peggy smiled sympathetically, "Don't worry Lu, you'll get used to the wake up call soon." Then she bent down to retrieve her clothes and began to dress herself for the day, "And don't be such spoil sport we finally get to spend the day together it'll be lovely, even if we're just going to gather data on the progress of the recruits."

Lucy stretched her sore muscles before she too began to dress, "I shouldn't have gone training with you so many times this week."

Peggy let out an amused laugh, "Well I did warn you dear, and you need to rest between days of training. Especially because I know you overwork yourself in that lab of yours."

Lucy then took Peggy's chocolate curls and twisted them together at the nape of her neck and secured them with a few pins. "There how does that look?" she questioned surveying her handiwork.

"Brilliant." Replied Peggy, "Lets go before the men eat all of the food."

The women left the bunks to head to the mess hall for breakfast. Lucy, thoughtfully questioned, "But I have been resting, remember one day you train me for a few hours, the next day I train you. Exercise, science, exercise, science, and so on and so forth. That's what we're doing, expanding our horizons by working together."

Peggy nodded encouragingly, "And that is what we will continue to do because that is the only time I get to see you; however, you are working too hard. I think you need to take a night off and just rest." She looked over at Lucy concerned, "I can see the dark circles under your eyes, and I hear you shifting in your sleep. You don't sleep as deeply as one should."

Lucy sighed guiltily, "Have I been keeping you up?"

"No don't worry about me." Peggy waved away the thought with a flick of her wrist, "Sometimes I just think you need to worry more about yourself rather than other people."

"If only it were that simple." Lucy muttered suddenly preoccupied with the thought of the impending serum experiment. "We need to make sure absolutely everything is perfect. I don't want anyone to suffer."

Peggy stopped suddenly and grabbed Lucy by her shoulders, "Listen to me Lucy," she commanded leaning down to look her in the eyes, "I believe in you and Doctor Erskine. Everyone on this campground believes in what you are trying to accomplish. That's why I'm here, to help you pick out the best man for the job." Peggy then smirked roguishly, "Even if you already have a man picked out." She winked at Lucy before nodding toward a slight figure marching into the mess hall with the other soldiers.

Confused Lucy turned around to see what her friend was looking at and saw a tired Steve struggling to keep his eyes open before he was lost in the crowd. "Oh stop it!" Lucy exclaimed in a whisper to keep her voice from carrying, "You're worse than Howard."

Then from behind the women came a voice, "Who's worse than me?" and an energetic Howard Stark popped up next to them entirely too chipper for 5 am.

Peggy shook her head, "Speak of the devil…"

And Lucy finished amused linking arms with her two good friends, "And the devil shall appear. Come on, I'm starving."

-permafrost-

_Later that day…_

"Pick up the pace ladies!"

"Let's go, let's go!"

"Double time!"

"Come on, faster! Faster!"

"Move, move!"

"Squad halt! That flag means you're only at the half way point," The soldier barked at the exhausted men, "first man to bring it to me, gets a ride back with Agent Carter and Miss Barnes."

Lucy was sat in the back of the large army vehicle taking notes on the recruits' improvement or lack there of. Next there was a mad dash as the men scrambled over one another trying to climb the slippery pole to get to the flag on top. However none of their fingers could find purchase on the slick metal and one after the other the men stumbled and gave up.

"Your guy doesn't look too good." remarked Peggy whilst nudging Lucy.

"He's not my guy." Seethed Lucy while pretending to look down at her notes. Steve's ragged breathing concerned her, "Do you think he needs his inhaler?" she asked of Peggy.

Peggy studied the man standing with his hands on his knees trying to catch his breath. "No, he looks fine. I've put him through worse; but, I have it here with me at all times like you asked." She said gesturing to her pocket.

Lucy nodded gratefully at her friend, "Thanks, Lord knows what that little punk would get up to without me."

The lead soldier bored of their repeated failure instructed, "Alright let's go, get back in formation!" he paused seeing an empty spot in the group and turning around. "Rogers! I said fall in!"

The bewildered silence held by the men when the flagpole hit the ground did not last long. The look of complete astonishment from the men caused Lucy to chuckle from her perch and Peggy to give a nod of approval toward Steve.

"Thank you sir." said Steve exhaustedly as he clambered into the back of the car and Peggy drove them away leaving the other men behind in the dust.

"That was brilliant Steve!" Lucy congratulated him from the front.

He replied with a weak grimace too tired to do much else in response and grateful his cheeks were still flushed from running they hid his blush at her praise.

Peggy caught his eye in the rear view mirror and winked at him knowingly as they made their way back to the main part of camp.


	5. To the Little Guys

In the distance "Faster ladies, come on." Peggy drawled bored and pacing, "My grandmother has more life in her, God rest her soul. Move it!"

"You're not really thinking of picking Rogers, are you?" Colonel Phillips asked Lucy and Doctor Erskine in disbelief as they ambled toward Peggy and the men.

Erskine replied patiently adjusting his glasses, "We are more than just thinking about it. It is a clear choice."

Phillips shook his head in exasperation, "When you brought a modicum asthmatic onto my army base, I let it slide. I thought 'What the hell.' Maybe he could be useful to you, like a gerbil. Never thought you'd pick him."

"Up!" Peggy ordered sternly as the trio looked on coming to a halt beside the car. "Jumping jacks!"

"Stick a needle in that kids arm, its going to go right through him." The Colonel gestured to Steve as his arms flailed about like limp noodles in an attempt to imitate jumping jacks.

"Come on, girls." Peggy surveyed.

"Look at that, he's making me cry." Phillips tried to emphasize his point.

"Lucy, what do I always say?" Erskine looked over at her from under his spectacles.

"We are looking for qualities beyond the physical." Lucy replied nervously under the hard stare of the imposing Colonel.

Phillips bristled with impatience, "Do you know how long it took to set up this project?"

Lucy nodded meekly while Erskine breathed a weary and looked away, "Yes."

"All the groveling I had to do in from of Senator what's-his-name committees…"

Erskine interrupted, "Yes, I know. I am well aware of your efforts."

"Then throw me a bone." The colonel nodded toward the men, "Hodge passed every test we gave him. He's big, he's fast. He obeys orders, he's a soldier."

Erskine shared a look with Lucy before stating, "He's a bully."

The Colonel stood up straighter his feathers ruffled, "You don't win wars with niceness, Doctor." Then stepping around the two scientists to reach into a crate stored in the back of the car he pulled out an object. "You win wars," and he yanked the pin out of what Lucy could now see was a grenade, "with guts." And then swiftly threw it into the midst of the men yelling, "Grenade!" as a split second warning.

In a mad rush most of the men jumped away from the bomb fearing for their own lives whilst Peggy and Steve both dove toward it. Steve, who was closer, got there first and covered the tiny but deadly object with his frail body in an attempt to shield his comrades from its destruction. Lucy's eyes widened as she sucked in a terrified breath as they all waited for the impending explosion that would end Steve's short life.

"Stay away!" Steve yelled waving his arm with renewed energy to ward people off for their own protection, "Get back!"

After a few moments of stressed stillness a voice rang out, "Dummy grenade. Men, back in formation." And there was a collective sigh of relief as the men left their hiding spots and a few nervous laughs to relieve the tension.

Steve sat up confused and asked breathing heavily his veins pumping with adrenaline; " Is this a test?" his question went unanswered.

Lucy and Erskine gave the Colonel a few pointed stares as he sighed still discontented, "He's still skinny." Before walking off back to his office.

Lucy let out a relieved sigh then went over to help Steve up off the ground before giving him a tight embrace. "Don't scare me like that again soldier." She reprimanded him sternly while fixing his hair and feigning not to scour him for injuries.

Steve chucked, "Just doing my duty madam."

Pulling him close for one last hug she whispered, "I'll come by later tonight. I want to see you before tomorrow." And with one last pat of his hair she left to follow the doctor.

-permafrost-

_Later that evening…_

Steve was pursing his book distractedly when there came a knock at the door causing him to jump. Looking over in stepped the fatigued form of the good doctor.

"May I?" Erskine asked politely.

"Yeah." Steve nodded.

Sensing his distraction, Erskine asked looking around, "Expecting someone else?" receiving a quick shake of the head from Steve he continued amused, "Can't sleep?"

"Got the jitters I guess." Steve shrugged his shoulders.

Erskine laughed while sitting down, "Oh, me too."

"Can I ask you a question?"

"Just one?" Erskine replied entertained.

"Why me?" Steve questioned seriously.

The Doctor's lighthearted smile faded replaced with a somber expression, "I suppose that is the one question that matters." Then with a sigh he continued, "This is form Augsburg. My city. So many people forget that the first country the Nazi's invaded was their own. You know after the last war they, my peoples struggled, they… they… they felt weak, they felt, slow. Then Hitler comes along, with the marching and the big show," he gestured with this hands then adjusted his glasses, "and the flags and all that. And he, hears of me, my work. Then he says, 'You, you will makes us strong.' Well I am not interested, so he sends the head of Hydra, his research division. A brilliant scientist by the name of Johann Schmidt. Now Schmidt is a member of the inner circle, and he's ambitious. He and Hitler share a passion for occult power and titanic myth. Hitler uses his fantasies to inspire his followers. But for Schmidt it is not fantasy. For him, it is real. He has become convinced that there is a great power hidden in the earth, left here by the gods. Waiting to be seized by superior men. So when he found my formula and what it can do. He cannot resist. Schmidt wants to become that superior man."

"Did it make him stronger?"

"Ja. But it has other effects. The serum wasn't ready. But more important, the man. The serum amplifies everything that is inside, so, good becomes great, bad becomes worse." Erskine paused to allow for the information to sink in, "This is why you were chosen. Because a strong man who has known power all his life, they lose respect for that power. But a weak man who knows the value of strength, and knows compassion."

"Thanks." Steve acknowledged the doctor's backwards compliment, "I think."

Satisfied with his speech Erskine gestured for Steve to retrieve the glass tumblers, "Whatever happens tomorrow, you must promise me one thing. That you must stay who you are, not a perfect soldier; but a good man." He finished pointing at Steve's heart.

Steve breathed a tad amused and touched at the sentiments shared "To the little guys." And they raised their glasses in a toast.

But just as Steve was about to take a drink, "No, wait, wait. What am I doing? No, you have procedure tomorrow. No fluids." Erskine then poured Steve's untouched drink into his own glass.

A bit started Steve replied, "Alright, we'll drink it after."

"No, I don't have procedure tomorrow." The doctor shrugged, "'Drink it after' No! Drink it now." He then drank all of the alcohol and finished with a satisfied smack of his lips. "Sleep well Steven I will see you tomorrow." Steve nodded good night then Erskine gathered his things and left the men's quarters. As the door swung shut behind him, Erskine said to the seemingly empty area around him, "It is ok Lucy. You will not get into trouble with me if you want to go see him." The doctor then eyed the corner of the building hidden in shadow next to him as a slender shape emerged.

Then a sheepish Lucy solidified under the harsh light of the entrance. "It is nice to see you Doctor."

Erskine smiled at his pupil, "Just don't stay too long, we have a big day tomorrow. And remember no fluids!" he then nodded and strolled off toward his own quarters. But before he left entirely he turned around, "Oh and I forgot to tell Steven, Agent Carter will be taking him to the facility tomorrow as we need to be there early to set up. Tell him that wont you?"


	6. Antiques

Dusk was in the air. And the sky was a deep azure. Soon it was replaced with the inky darkness of the night. Gravel crunched beneath the boots of soldiers as they walked to and fro enjoying the party in the mess hall. Faint wisps of jazz music permeated the air around the camp lifting the mood of every soul it reached. The days were few when young people could enjoy being young these days. Nevertheless, there was one particular young lady who ignored the merrymaking and was instead lurking around the men's dormitories. Lucy shivered in the cool evening air. She was waiting for her boss to leave the building so she could go inside and visit her long time friend.

After Erskine left, Lucy entered the building and shut the door quickly behind her. Steve jumped up observing her chilled state and rushed to giver her his blanket.

His eyes crinkled with joy as he saw her. "Come in out of the cold." He led her inside whilst rubbing the warmth back into her arms.

Lucy straightened as she walked by the beds to sit across from Steve on his mattress keeping her distance. "Its lovely to see you Steve," she began at the same time she scrutinized his face. "Are you sure you want to do this tomorrow? You don't have to you know that right?" she then crossed her arms, "We can just as easily find someone else to…"

Steve puffed his chest out bit with confidence, "I can do this Lucy," then he leaned forward placing his hand on hers, "you don't have to worry about me all the time you know."

She swallowed and pulled her hand away to play with her hair, "I can't help it sometimes." she quietly admitted. Then looking back at him with reassurance "Not because I don't believe in you. Maybe because old habits die hard." She smiled nostalgically and reached out to brush a small scar hidden beneath Steve's eyebrow.

Steve looked up at her through his lashes then closed his eyes as her hands wandered to stroke his hair. He shook with slight laughter, "I remember that day."

"Hmm." She replied with a twist of her lips, moving to sit beside him. "Never could walk away from a fight."

"Not just any fight," Steve protested with a shake of his head. "They kept making comments about you!" then he turned to catch her eyes and continued earnestly "I had to defend you honor."

Lucy looked away bashfully and leaned back against the wall. "When will you learn Steven Rogers that I can defend myself? As you may recall I broke his nose."

Steve settled next to her and sighed, "And you need to learn that I can protect myself as well Lucille Barnes."

Lucy grimaced, "You know dislike it when you use my full name."

Steve raised one eyebrow and nudged her, "I know. That's why I use it so often. I think it suits you."

Steve and Lucy sat together for a while, sprawled across his bunk. And as the night went on they spoke of lighter topics. Just as a sleepy Lucy was succumbing to the urge of placing her head on Steve's shoulder, a shuffling came from outside the door. Steve and Lucy sprang apart. The door opened with a bang and in slouched the men from the party. The soldiers paused shocked into silence at seeing Lucy in their quarters and with Steve nonetheless.

Lucy cleared her throat awkwardly, "I just wanted to tell you Rogers, Agent Carter will meet you tomorrow to take you to the facilities. Be by the cars at 0900 and don't be late." With a nod good night she strolled from the building. "Evening gentlemen." She acknowledged the stunned recruits.

Some men muttered, "Good night." in response and a few nodded as she left.

When Lucy could no longer be seen Hodges let out a low whistle, "Damn Rogers." He looked over at the Steve. "Carter and Barnes? How did you get so lucky? I haven't seen them speak to any man here. And this is the first time I've seen her without that bulky lab coat." He gestured after Lucy. Shaking his head and muttering about the unfairness of life, Hodges rolled into bed. Within minutes he was deeply asleep.

Steve looked out the window in the direction Lucy disappeared. "If only I were so lucky." He slumped his shoulders and followed Hodges lead crawling into bed.

-permafrost-

_The next day…_

There was a bit of overcast. Children were playing in the street. And the car ride continued in silence until Steve remarked, "I know this neighborhood." He sat up straighter to get a better view, "I got beat up in that alley." He remembered pointing, "And in that parking lot. And behind that dinner." He finished slumping back into his seat.

Peggy stared in disbelief, "Did you have something against running away?"

Steve shook his head then looked out the window, "You start running they'll never let you stop. You stand up, push back. You cant say no forever right?" he shrugged.

"I know a little of what that's like." Peggy said empathetically. "To have every door shut in you face." She clarified.

"I guess I just don't know why you would want to join the army. If you're a beautiful dame." Steve stuttered realizing his mistake, "Or a beautifu...oh a woman. I mean… an agent. Not a dame. You are beautiful, but..." Steve looked away shyly trying not to meet Peggy's amused stare.

"You have no idea how to talk to a woman, do you?" Peggy challenged.

Steve let out a nervous laugh, "I think this is the longest conversation I've had with a woman." He thought, '_Besides Lucy_.' "Women aren't exactly lining up to dance with a guy they might step on." He finished looking down at his hands.

Peggy probed gently "You must have danced."

"Well, asking a woman to dance always seems so terrifying." Steve sighed, "And the past few years just, didn't seem to matter that much. Figured I'd wait."

"For what?" Peggy inquired even though she already knew the answer.

"The right partner." Steve was staring out the window not seeing the shops pass him by, "Or at least for the right one to notice me." a faint tinkle of bell like laughter crossed his mind.

Peggy smirked thoughtfully turning back to her window, _'If only you knew.'_

-permafrost-

The car smoothly pulled to a stop in front of a nondescript antiques store. "This way." Peggy called.

"What are we doing here?" questioned a puzzled Steve.

Leaving his question unanswered Peggy continued, "Follow me."

A bell chimed, signaling their entrance into the dimly lit shop. And from the gloom appeared an elderly lady "Wonderful weather this morning isn't it?"

"Yes," Peggy agreed, "but I always carry an umbrella."

The woman nodded and ambled over to the counter. Then there was an almost indistinguishable click. Peggy let Steve over to the back room and suddenly the bookshelves gave way to a set of hidden doors.


	7. Lucille

The Hydra lab was dimly lit when Doctor Zola walked in. Intimidating and advanced equipment was casually on display. Zola paused and a light flicked off. Then from the corner came a dignified voice, "Is there something in particular you need?"

Observing the artist at work Zola began as if he did not see anything, "I uh, understand you found him."

"See for yourself." the figure gestured toward a desk strewn with photographs.

Stepping forward cautiously, Zola studied the pictures. Depicted in the black and white images were snap shots of a man, specifically Doctor Erskine. Picking one up he regarded a young woman conversing with Erskine.

"You disapprove." alleged the voice.

Zola replied, "I just don't see why you need concern yourself. I can't imagine he'll succeed" Then noting the silence and backtracking slightly, "…again."

"The serum is the allies only defense against this power we now possess. If we take it away from them, then our victory is assured." Stated the man hidden in shadow.

Nodding Zola answered, "Shall I give the order?"

"It has been given." The cloaked figure stated full of authority.

"Good." Zola swallowed. Clearing his throat the scientist continued, "And what about the girl? His, ah, assistant?"

"She will be taken care of as well."

Zola nodded and then just as the scientist was about to exit the room, the figure called, "Doctor Zola." And the light flickered back on, "What do you think?"

Turning around to admire the painting Zola complimented, "A masterpiece."

-permafrost-

Sunlight peaked through the clouds. Slowly the morning fog dissipated leaving behind a clear cerulean sky. When the bird song finally permeated through the air, Lucy gave up trying to go back to sleep. She slept fitfully that night. Constantly reviewing equations in her mind before giving into exhaustion. Nonetheless, she still awoke before the morning call. And when that call finally came, she clenched her trembling hands and steeled herself to perform her morning routine. Taking deep breaths to calm herself she turned around to face Peggy who was also preparing herself for the day.

"Everything will be fine Lucy." Peggy told her with confidence. "You, Erskine, and Stark are the best the Allies have and we couldn't ask for anyone brighter." Seeing her friend was still a little nervous, Peggy stood tall and said sternly, "Listen. America needs you. The Allies need you." Then softly, "and Steve needs you, you can do this."

Lucy grateful to her friend, straightened her shoulders and felt her heart rate return to a normal pace. Lucy spared Peggy a tense grin, and the two left for breakfast.

- permafrost -

Lucy picked at her food while Peggy was getting herself some tea. Then the bench next to her squeaked as a weight sunk down next to her. "Howard." She greeted without looking.

"Now what's with the sad eyes, doll face?" Stark asked her, finishing off an apple.

She angled her head to stare pointedly at him, clearly not in the mood.

Putting his hands up in surrender, "Alright touché. But you need to eat darling, we're just about ready to head over to Brooklyn."

"Did you double check the…" she started to ask him.

He ticked off his fingers listing, "Done, done, and done. Double checked, triple checked, and went down yesterday to quadruple check the calibration of the instruments." He grinned clasping his hands behind his head as he leaned on the table.

Lucy let out a laugh warmed by his thoughtfulness, "Thanks Howard." Then after a second, "But are you sure the…"

Howard lost his casual pose and looked her straight in the eyes, "Lucille. Listen to me everything will go perfectly. Come on have I ever lied to you?"

She grinned mischievously, "Yes, you have, but I catch you every time."

Stark stood up, "Eh, tomato, tomahto. Come on." He held up a hand seeing she was finished. "Lets go check everything one last time. I know that'll make you feel better."

- permafrost -

The hidden lab was located in Brooklyn. As they rode through her hometown, various childhood memories brought a smile to her face. Everywhere she looked she could see ghosts of herself, James, and Steve. However now, the streets were emptier. Stores were boarded shut and young people were scarce. Most of the people she could see were women, children, and the elderly. If you looked closely, their faces were grim under a frail illusion of happiness.

In that moment, Lucy realized how long it had been since she truly was a part of society. The lab sometimes had a bubble effect. Ceaselessly developing the serum, designing technology with Howard, even if their purpose was to help the allies, sometimes made her forget they were actually at war.

Then it hit her, James, her brother was at war too. James was at the front, laying his life down for his country. And it made her angry. Angry that someone out there caused the people she cared about to be in danger. And it made her determined. No one else was going to die if she had the ability to help. Then there was Steve, her best friend. A man who was willing to trust a few chemicals and formulas if it meant helping his country.

And she felt ashamed of herself. Ashamed of feeling scared, of feeling small, of feeling helpless. Then the car arrived at the antique shop; and as the lab came into view from the balcony, she found herself. Seeing the multitude of assistants running around, preparing for Steve she kicked herself into action. This was her domain. And no one, not even the Nazis could take that from her.

Turning to Howard who was also taking a moment to view his work she grinned confidently, "Alright Stark, lets get to work."

Howard rubbed his hands together, "Now that's what I'm talking about. You there! That goes over here. And you that's upside-down." He called before running down the stairs and joining in on the frenzy.

Doctor Erskine came up behind her handing her a clipboard, "Now my dear, shall we begin?"


	8. Do you come here often?

"How are we doing?" questioned Erskine looking over the various notes on Lucy's clipboard.

Startled at the interruption, she quickly recovered and replied assuredly, "Everything is ready for the procedure Doctor."

Before Erskine could reply, the doors to the lab opened. In walked Peggy, and following her was Steve. The hustle and bustle of the lab slowed for an instant. And in that moment, everyone regarded the poor brave soul whose life would change forever on that day. Whether it would be for better or for worse, no one could be one hundred percent certain. Then, time caught up to them. And they put the consequences out of their minds.

As Steve and Peggy traveled down the stairs, Doctor Erskine nodded to Lucy, "Ok, here we go." Then he turned to Steve with an encouraging smile and a handshake, "Good morning."

The flash of a camera ruined the moment.

"Please," the doctor scolded the cameraman, "not now." Then looking Steve up and down, "You ready?" he inquired.

Steve couldn't speak. He was too preoccupied studying the large contraption he could only assume was for him. Then, with a shaky breath Steve nodded his affirmation.

"Good." Erskine continued, "Now, take off your shirt, you tie, and your hat. And give them to Lucy here."

Turning around Steve came face to face with Lucy.

"Long time no see, soldier." Lucy beamed at him; then with a conspiratorial look she leaned in and whispered, "Do you come here often?"

Steve ducked his head with a slight chuckle. Then playing along, he handed her his hat and replied, "No, ma'am. You may have me confused with someone else."

Lucy smiled coyly, "Pity." She looked him up and down after he had taken off his shirt, "You should." She winked at him and proceeded to store his clothes. Steve stared slack jawed after her retreating figure.

Nobody really saw Peggy sniggering silently to herself in the corner.

-permafrost-

Howard slid next to Lucy as she placed Steve's belongings on a shelf. "Everything is in tip top shape, Captain." He joked giving her a mock salute. "Glad to see you're feeling better doll." He patted her hand in companionship.

"Thanks, Howard." Lucy smiled with her eyes.

"Mr. Stark." Erskine called.

"That's our cue." Howard muttered before the two turned to join the Doctor at the center of the room.

Erskine looked over, "How are your levels?"

"Levels at 100%." Howard responded, confidently placing his hands in his pockets.

"Good." nodded Erskine adjusting his glasses.

Taking a closer look at Steve, "We may dim half the lights in Brooklyn," Howard continued glancing at Lucy, "but we're ready. As we'll ever be." He tacked on as an afterthought, causing Lucy to 'tsk' at him.

Erskine noticing Peggy, "Agent Carter, don't you think you would be more comfortable in the booth?"

"Ah, yes. Sorry." Peggy apologized, leaving. But before she reached the stairs she touched Lucy's arm. "Good luck." She whispered to her friend.

Lucy nodded in gratitude before moving to retrieve the vials containing the serum.

Tapping the microphone Erskine began, "Can you here me, is this on? Ladies and Gentlemen. Today we take not another step toward annihilation, but the first step towards the path to peace. We begin with a series of microinjections, into the subject's major muscles."

Lucy reached into the container and pulled out three vials filled with clear blue liquid. "Hey Steve." She greeted, stepping over to his side and inserting the vials into their places.

The Doctor continued, "The serum infusion will cause immediate cellular change. Then to stimulate growth, the subject will be saturated with Vita rays."

Disinfecting his arm with alcohol Lucy whispered calmly, "It's going to sting a little." And proceeded to inject him with antibiotics.

Breathing deeply Steve reassured her, "That wasn't so bad." He looked up to see a weak smile gracing her lips.

From the other side Erskine clarified, "That was penicillin." And with a slight shrug he called, "Serum infusion. Beginning in, 5…"

"It's alright Steve." Lucy placed her hand lightly on top of his. "I won't be leaving your side. Besides," she smiled, "soldier like you can handle anything."

"4…"

And the machine snapped into place.

"3…"

Erskine placed a supportive hand on Steve's shoulder.

"2…"

Steve abruptly laced his fingers through Lucy's, gently squeezing her hand.

"1…"

Lucy squeezed back as Steve grit his teeth when the multiple vials were suddenly emptied into his veins.

"Now Mr. Stark." Nodded Erskine.

Howard pulled down a red lever. Lucy gave Steve one last squeeze. Trying to transfer all of her support through a single touch. Then the box began to rise, everyone backing away slightly in wonder. When it was fully upright, the final tubes were attached and Erskine approached.

Knocking lightly on the glass, "Steven?" he paused looking inside. "Can you hear me?"

Steve replied half serious, "Its probably too late to go to the bathroom, right?"

"We will proceed." Erskine affirmed to the rest of the lab with a faint grin.

Howard shifted then began to turn a dial before putting on his protective glasses. "That's 10%." He informed the rest of the lab. "20%, 30. That's 40%."

"Vital signs are normal." Lucy chimed in.

"That's 50%, 60." Continued Howard. "70."

From the depths of the box came a loud groan of pain.

"Steven! Steven!" Erskine shouted rushing to look in the window.

Lucy's breath caught in her throat.

"Shut it down!" Came a yell from the balcony, but Lucy was too worried to see whom it was.

Erskine continued to bang on the glass trying to get a response. "Shut it down Mr. Stark!" he decided pointing to Howard, "Turn back. Turn it off. Kill it! Turn back!"

"NO!" screamed a defiant yell from the depths of the box. "Don't! I can do this."

Lucy released a sigh of relief at hearing his voice, then turned back to monitor his vital signs. Howard paused then turned back to his wheel.

"80. 90. That's 100%!" Howard yelled over the noise.

After a few moments the displays started to short out. Lucy withdrew her hand from the screens and jumped back from the sparks. All the lights in the lab started to flicker when suddenly the machine powered down. Only the last remaining sparks broke the silence that ensued.

"Mr. Stark…" Erskine began to question.

With a whoosh the box opened and the smoke cleared.

"Steven?" questioned Erskine hastening to assist him out of the machine.

Breaking out of her shock Lucy stepped up in front of Steve, Peggy right behind her.

"We did it." Howard stated in awe.

Grinning Erskine agreed, "Yes, yes. I think we did it."

When Steve straightened Lucy cleared her throat, "How do you feel?" she questioned trying to keep her eyes from his newfound muscles, and taking notes on her clipboard.

"Taller." He replied panting, looking around the room with his improved vision.

From behind Lucy came Peggy's joking response, "Well you look taller." She nodded in approval then nudged her friend.

Lucy blushed and tucked her clipboard under her arm. Quickly grabbing the shirt an assistant brought to her, "Here," she said not meeting his eyes, "put this on…" she threw the shirt at him. Then with a nod, Lucy briskly walked over to Doctor Erskine to give him the report. "Doctor?" she questioned, seeing he was preoccupied looking at something in the distance.

_BOOM!_ Suddenly, the viewing balcony exploded, shaking the entire building. Steve tried to reach over to shield Lucy but she lunged toward Erskine trying to protect him.

"Stop him!" Came Doctor Erskine's frantic call.

Lucy half stood up again to reach for the doctor when gunshots rang out. Both the Doctor and his assistant were knocked down. Blood started to spread over their pristine white lab coats as they laid there in shock.


	9. Flesh Wound

Lucy hit her head quite hard. Erskine stepped in front of her when the shots started to fire and pushed her down. Then Peggy, quick to recover, jumped up and started firing in response. Looking over to Lucy and Doctor Erskine, Peggy hesitated.

"Go!" Lucy groaned moving to sit up. Peggy nodded and gave chase.

Gripping her arm to stop the flow of blood, Lucy leaned over to check on Doctor Erskine. He had suffered a bullet to the chest whereas hers was just a flesh wound. "Doctor?" she gritted out, "it's going to be ok." She lied between her teeth.

Erskine wheezed out a shaky laugh and weakly wiped away a tear from her cheek.

"Lucy!" Steve shouted hastening over to the two forms still on the ground.

Lucy looked up at him, "I'm fine." She sniffled. Then gestured to the dying Doctor who had always been a wonderful mentor and a father figure to her.

Erskine rasped again gaining both of their attentions. He then pointed to each of their chests where their hearts lay. Giving Lucy one last sad smile, the Doctor breathed his last breath and his eyes closed.

Steve's eyes became hard and trailed to the door where Peggy's form had disappeared moments before.

"Go Steve." Came Lucy's pained voice from behind him. With a determined look she gave him a slight push, "GO. I'll be fine." She finished before turning back to the still Doctor.

"Its ok," Came Howard's voice. "I got her." He nodded to Steve as he started to inspect Lucy's wound.

"Take care of her." Steve replied firmly clenching his jaw. He gave Lucy one last worried look before rushing off to follow the spy.

-permafrost-

Lucy was lying on a bed. She was staring up at the celling, propped up with multiple pillows.

"Sir. Sir!" came a distant call from the hallway, coming closer with every repetition.

"I need to see her first. Then you can patch me up. " Was the reply before the door to her room flew open. Steve ran in, his eyes searching the surrounding area before spotting her. "Lu!" came his relieved sigh, "are you alright?" his arms reaching out to touch her but hesitated unsure where to place his hands. "What did they say?" he questioned as he settled on intertwining their fingers and seating himself on the chair beside her bed.

"Steve!" was Lucy's surprised gasp at their sudden entrance. Then looking closer she saw that he was soaking wet. His white shirt was clinging to his newly defined frame. Her eyes widened as they spotted a blooming red mark on his side, "you've been shot!"

The nurse then gave up trying to get Steve to come with her. "I'll just patch you up here then." She sighed and left to retrieve her things.

"Its just a scratch, Lucy." Steve reassured her. "I can barely feel it. The bullet actually went through your arm. How are you?" his eyebrows furrowed as he studied her arm sling.

Lucy leaned back tiredly, "They said it'll heal up fine. A clean shot. Didn't damage much muscle. They're more worried about my slight concussion."

"Can I do anything?" Steve leaned in stroking her hand.

Lucy tilted her head to look at him with a smile, "You being here is already making me feel better. They're just going to monitor me for a night then I'll be free to go home and rest."

"I'll stay with you." Steve responded immediately.

"You don't have to…"

"I won't take no for an answer." Steve insisted softly, lightly taking her hand and placing a kiss on the back of it. "I don't think I could sleep otherwise."

Lucy reddened at his forwardness, "Thank you, Steve." She replied lifting her hand to stroke his cheek.

Then the door opened again and the nurse walked back in. Without her noticing, Lucy and Steve quickly dropped their more intimate pose. "Alright sir, if you'll just come over to this bed I'll bandage you up and I'm sure later they'll draw some blood." She motioned pulling some gauze out of a bag.

"I'll be right back." Steve whispered to Lucy before moving over to the opposite end of the room.

"I'm going to need you to remove your shirt, sir. I've got you a clean one here."

As Steve was getting his side cleaned up, Lucy could not help but stare. The body she was looking at was a stranger's body. Gone where the sharp angles jutting out every which way, replacing them were layers upon layers of powerful muscle. No longer was his skin the same sickly white she had come to associate with Steve. Instead the bed across the room contained an Adonis, the definition of human perfection. And it made her sick. Nowhere in that body could she see her Steve. Lying there was a weapon; a weapon that she had helped to create. Unable to look at him any longer, she turned her head away trying to hide her watering eyes.

"Thank you, ma'am." Steve nodded to the exiting nurse. He finished buttoning up his shirt and sat back down at Lucy's side. "Hey, hey. What's going on?" he asked her seeing the tears in her eyes. "What's wrong? Tell me." he commanded softly as he stroked away a hair from her forehead causing her to turn back to him.

"Come here." She waved with her hand.

Confused, Steve leaned in slightly allowing her fingers to explore his face.

"Your scar is gone." Lucy stated stroking his eyebrow.

Feeling for himself, Steve asked, "Is it?" then looking back at her, "That just means you did a wonderful job, doesn't it?" he grinned.

"You're still Steve." Lucy whispered, whether to convince herself or him, she did not really know.

"Of course I'm still me." Steve agreed seriously, catching her palm against his face. "Just a bit taller." He joked.

Lucy let out a strangled laugh then went back to studying him, "How do you feel?"

"Absolutely wonderful." Steve replied, "Like I could run forever and not get tired."

She stared at him, "How do you really feel?"

Steve let slip a faint grimace, "I don't regret my decision, Lu. I'm going to help my country. To fight, just like you're doing, like Stark is doing, like how Doctor Erskine did. "

"There you are." Lucy replied elated, a tear finally managing to escape, "There's my Steve."


	10. Whats-his-name

Author's Note: As this is the 10th chapter I just wanted to take a moment to thank everyone for checking out my story. I started this fanfic to amuse myself and I never really thought anybody would care enough to check it out. Also, a special shout out goes to everyone who decided to follow/favorite. If you have time, please comment it really makes my day Enjoy!

p.s. if you haven't watched the agent carter vs. agents of shield dubsmash war you're wrong

-permafrost-

The blue color scheme of the infirmary was entirely too calming for Lucy's tastes. The walls were painted a lackluster shade. Not pure like an aquamarine gemstone. Not deep like ocean waters on the verge of dropping off into an unfathomable darkness. Not vibrant like the color of Steve's eyes. Just blue, a generic, overused, understated blue. And instead of calming her down, it served the opposite effect. It made her see red. The startlingly scarlet that spread across Erskine's chest. The sangria shade that the Nazi's splashed on everything they touched. Red, the crimson life source a nurse was currently pulling from Steve's veins.

"Please state your full name." a doctor pulled Lucy out of her reverie.

"Lucille Marie Barnes." Lucy replied absentmindedly, for the hundredth time.

"What is your date of birth?" he continued jotting down notes.

"November 19th, 1920." She drawled and continued to watch Steve's progress.

"Do you remember what happened? Do you know where you are? Do you feel any pain? Dizziness? Nausea..." the same questions over and over every couple hours. Even if they had a good reason to ask her these mundane questions, who did they think she was? A mere child? At least change up the questions.

The physicians were taking strict precautions to make sure Lucy healed as quickly as possible. In the aftermath of the spy disaster, there was not much left to do. Lucy and Steve were left in the medics' care, as the higher ups regrouped to decide the next course of action.

"I'm sure you'll make a complete and speedy recovery Miss Barnes." The doctor's voice broke through her thoughts, "Just, take it easy the next couple of days and get plenty of rest."

"Thank you." She responded. The clinician sent her a robotic smile and left the room.

Steve smiled assuredly from across the room at Lucy. The nurses were currently taking vial after vial of his blood for testing. Peggy had come to visit Lucy and to oversee the blood samples.

"I told you, you didn't have to stay up with me." Lucy chastised him noticing the bruise like circles under his eyes. He had dutifully stayed the entire night with Lucy since returning after his chase.

"I wanted to make sure that fall didn't knock any screws loose." Steve soothed her. "Lord, knows they're loose enough already." He grinned.

Assuming a fake pout Lucy turned her back to him to speak with Peggy. "Are you alright?" she asked her agent friend.

"I should be the one asking you that." Peggy laughed, "But I won't because I know you'll only get mad at me for hovering over you."

"And that's why you're my best friend." Lucy agreed. "You hear that Steve?" She asked over her shoulder, "Real friends are nice to each other."

The only response he gave was a light chuckle. "Think you got enough?" Steve asked when the nurse finally pulled away.

"Any hope of reproducing the program is locked in your genetic code." Peggy explained.

Lucy added, her cheerful mood leaving, "But without Erskine it could take years. The man was paranoid." She expounded, "He coded all of his notes. Even his codes have codes. He wouldn't tell me everything, said it was for my own protection. Now I see why." She sat up and stretched her sore back. "I don't know if they'll even let me work on it because of how long it'll take to develop and test. I'm probably going to be reassigned. We have more pressing matters at hand that I can help with immediately."

"He deserved more than this." Steve referred to the Doctor's undignified death, then to Lucy. "You deserve more than this." He waved toward her injured arm. "Are you sure you want to continue working so closely in the war effort?" he divulged to Lucy worriedly, "I just want to make sure you're safe."

Lucy smiled grimly, "This is war, Steve. I knew what I was getting myself into. I knew I could make some enemies and here's proof that I have. They've made a threat against my life. But that just means I'm doing something right." Lucy finished defiant, "And I won't go down without a fight. Reassigned or not, I'll make sure Doctor Erskine's work won't be for nothing." Then more quietly she told Steve, "I know you know how it feels to want to be useful."

Steve stared at her, proud of her commitment.

"Besides, if it could work only once, he'd be proud it was you." Peggy added. Then to Lucy, "And if anyone was brilliant enough to replicate it, it'd be you Lucy." Peggy gave her a slight hug. "Come on you two, the Colonel has asked us to meet him in the lab. I think they're going to debrief us."

-permafrost-

"Lucy doll!" Came Howard's relieved call from behind the one-man submarine. He wiped his hand on a grease rag, and then flung his arms around her gently minding her sling. "Are you alright?" he questioned checking all her injuries.

Lucy giggled as he poked and prodded her. "Howard. Howard. Howard Stark!" she swatted away his hands, "I'm fine. I'm fine. I just need to rest for a few days and then I can come back to work."

"Well that's a relief." Howard kissed her forehead, wrapping his arm around her and gesturing comically, "I can't have you dying on me. I'd have to find someone else to try new things with wouldn't I?" Howard grasped his heart in mock horror; "Actually," he continued conspiratorially, "I've just had an idea. Let's not come in tomorrow. Let's just take a day. Have you ever tried fondue? There's a fondue joint about two blocks from here…" and their voices faded off as Howard steered Lucy to go examine the foreign sub.

Steve blinked at Lucy and Howard's closeness as they walked away. He knew the two had been coworkers for a long time, friends even, but he had never seen them together. Actually, it almost seemed like they were, _together_ _together_. Steve looked away his heart growing heavy in his chest.

Just then Peggy rounded the corner. "The Colonel should be here soon." She announced to the room as she organized various papers on her clipboard.

Not long after came the sound of various people entering the lab.

"Colonel Phillips, my committee is demanding answers." Came the indignant voice of senator whats-his-name.

Phillips rebutted sarcastically, "Great, why don't we start with how a German spy got a ride to my secret installation in your car?" receiving no answer he turned to Howard and Lucy, "What have we got here?" he inspected the sub.

"Well, speaking modestly, I'm the best mechanical engineer in this country…" Howard began.

"Psh," Lucy commented, raising her eyebrow, "you are in no way modest."

"As I was saying," Howard continued rolling his eyes, "I don't know what's inside this thing. Or how it works, neither of us do." He motioned to Lucy.

"We're not even close to this technology." Lucy supplied tinkering with a few wires.

"Then who is?" the senator demanded looking back and forth at them for answers.

"Hydra." The Colonel stated dryly. "But I'm sure you've been reading our briefings."

The senator's s lips curled, "I'm on a number of committees," he spat out, "Colonel."

"Hydra is a Nazi deep science division." Peggy informed the senator, "It is led by Johann Schmidt. But he has much bigger ambitions."

Phillips continued, "Hydra is practically a cult. They worship Schmidt, they think he's invincible."

"So what are you going to do about it?" the senator challenged.

"I spoke to the President this morning." Phillips responded, "As of today, the SSR is being retasked."

"Colonel?" came Peggy's response, verbalizing everyone's question.

"We," the chamber tensed as the Colonel clarified, "are taking the fight to Hydra." Looks of surprise spread throughout the room, "Pack your bags Agent Carter. We're flying to London tonight. Stark, Barnes!" he barked, causing the two scientists, engrossed by their shiny new toy, to jump, "You'll be joining us in a week." He added giving Lucy a gentler look. "After you heal up and finish organizing everything here. I'm sure we'll be set up for you two by then."

"Sir!" Steve stopped Colonel Phillips as he was about to leave the lab. "If you're going after Schmidt, I want in."

Phillips shook his head, "You're an experiment, you're going to Alamogordo." The Colonel retorted shortly.

"But, the serum worked." Steve pleaded.

"It did." Lucy spoke from beside the submarine causing the two men to look at her. She was still inspecting the machine in wonder alongside Howard, "I reviewed his test results myself."

"You should be resting Miss Barnes." Phillips admonished her, then to Steve, "I asked for an army, and all I got was you. You. Are not enough." He alleged meaningfully before walking off to prepare his men for departure.

Walking up beside a dejected Steve, Lucy took his hand with her good one. "Don't believe everything the Colonel says." She prompted him soothingly; "He's under a lot of stress right now. I know you'll find something where you'll be a big help to the war, Steve."

"I agree with the lady." A voice floated over to the couple. Dropping their joined hands and spinning around they saw one of the senator's men, "And with all due respect to the Colonel, I think we may be missing the point. I've seen you in action Steve. More importantly, the country has seen it. Paper!" he called to his assistant. "The enlistment lines have been around the block since your picture hit the newsstands. You don't take a soldier, a symbol like that and hide him in a lab. Son," he asked seriously causing Steve to look up at him, "you want to serve your country? On the most important battlefield of the war?"

"Sir." Steve replied earnestly, "That's all I want."

"Then congratulations! You just got promoted!" the man grinned slyly.

"To what?" Lucy questioned suspiciously.

-permafrost-

Side note: Not sure if anyone has noticed, but I stick little references into the story from various movies/TV shows etc. If you spot any, comment! I know you're all very clever ;)


	11. Bing, Bang, Boom

A week passed by so quickly. And yet it was so agonizingly slow. Lucy was threatened by Peggy before she left to 'stay at home and rest or else she'd fly back across the pond just to smack some proper English sense' into her. Lucy huffed indignantly, whatever that meant. But she did not dare disobey the British agent; goodness knows it'd be something Peggy would do. So she spent a few days in her humble apartment, tidying up her spartan belongings, and hoping Howard was not messing things up too badly back at their lab. The worse part of being confined to her home was the restlessness. Even Steve was busy, so she was unable to spend her last few days in America with him. He was currently preparing for some show the foolish senator was setting up. Tonight was her last night before leaving for London and it was also the night of his first show.

Lucy was seated in the first row of the audience. There were folks of all ages here tonight. Old men smoking, ladies chattering, children laughing, and babies crying. Even with all the noise, anything was better than being stuck at home. It was nice to see regular people. People who were not as drawn as her colleges. People who actually wore a bit of color instead of the plain attire of the army.

Howard interrupted her musing when he plopped down beside her, "Here doll. I got you some popcorn." He handed her a small paper bag full of the light and fluffy goodness. "Sorry I couldn't take you for fondue like I promised. Next time." He leaned back in his chair rubbing the bridge of his nose.

"Its alright." She nibbled happily on the snack and patted his back, "we can go when we're not so busy." Observing the stage girls who were setting up critically she asked him, "Do you know anything about the show?"

He grinned, "I know its full of gorgeous dames." Then he winked at a few of the girls causing them to giggle furiously in response. This caused Lucy to fall silent. When Howard looked over at her, she began to eat her popcorn with more aggression than before, ignoring him. He quickly backpedalled, "But nothing compared to you doll, Steve wouldn't look twice at them, trust me." One of the girls waved at Howard, not helping his point.

"I highly doubt that." Lucy grumbled.

Howard sighed, "Listen here doll face. Steve and I are two completely different men. Steve is the settling down type; I on the other hand, am not. I don't need a girl anyway, I've got you." He beamed at her.

Lucy went back to her snack, placated. "Wait." she gasped, dropping a piece of popcorn back into the bag which Howard grabbed a handful of.

"Hmm." He replied his mouth currently stuffed.

"W-when did you figure it out? About me liking…" she trailed off blushing, unable to finish her sentence.

Howard guffawed, "Well, darling, you do a fantastically horrible job at hiding it. I knew the first time you told me something about your special 'friend'. I just didn't have a face to fit the description until recently." He paused, deliberating, "You know he cares for you too, right?"

"Of course he cares for me." Lucy said not catching on, "I'm his best friend's little sister. He can't not like me."

"No, not like that, silly. He loves you, like how you love him." Howard nodded seriously. "You might not see it, because you're too blinded by your love. But everyone else can."

Before she could respond to his ridiculous claims, the show started.

-permafrost-

"Write me. Whenever you can." Steve made her promise. It was early in the morning. The sky was still grey, much like their moods. Today was the day Lucy and the rest of the SSR were going to join their other half in London.

"And you write me." Lucy reminded him back. "I want to hear about the great travels of Captain America, the star spangled man."

Steve grinned down at her. Their height difference had taken some getting used to. "Don't get all the bad guys until I get there." Then pulled her into one last embrace. Her face now fit comfortably into his chest.

"We'll save the best for last." She whispered committing his scent to memory. Then leaning up she kissed his newly defined jaw. "Don't miss me too much." She joked starting to step away from him and trying not to cry.

He caught her arms and placed a lingering kiss on the top of her head, "I honestly don't think I could miss you enough, Lu."

They both stood there staring at each other. Both had words at the tips of their tongues. Then just as something might have happened, Howard shouted down to her, bringing them both back to reality.

-permafrost-

Dear Lucy,

They've made posters of me now. I don't really know what to think about them, posing took a long time and it doesn't really look like me. It's a rendition of the 'Uncle Sam' one. I've included a sketch for you. Also they like me to take pictures with kids, especially babies. I'm still a little unsure about the costume though…

-permafrost-

Dear Steve,

Do you even know how to hold a baby? And you must send me more sketches. My quarters are so impersonal. I've been helping Howard mostly, developing better guns etc. I've also started to look through some of Erskine's notes…

-permafrost-

Dear Lucy,

The latest idea the senator had was to start shooting advertisements to show in movie theaters. It's a good plan, but they need to choose better actors to play the soldiers. In other news, I've finally learned all my lines. It's easier to engage the crowd these days…

-permafrost-

Dear Steve,

Howard has taken to annoying me by humming your song all day long…

-permafrost-

Dear Lucy,

Tell him when I come up to see you I'll sock him in the face like I do to Adolf Hitler everyday...

-permafrost-

Dear Steve,

He stopped…

-permafrost-

Dear Lucy,

There's a Captain America comic book now. I didn't even know until I saw some kids running by with them from the newsstand…

-permafrost-

Dear Steve,

I know, Howard got some flown in…

-permafrost-

Dear Lucy,

We've been filming more short films recently. I went to see one the other day, I've never been so grateful that a theater was dark…

-permafrost-

Dear Steve,

What I wouldn't give to have been there to see that…

-permafrost-

Dear Lucy,

Children have started asking me for my autograph. Its become a little ridiculous here, the shows are now starting to include fireworks and confetti…

-permafrost-

Dear Lucy,

…I hope you're still getting my letters; I'm going over seas to your side in a coupled days. Hopefully I'll hear from you soon.

Love,

Steve


	12. Dancing Monkey

Italy – November 1943

Night and day, day and night, there was no differentiating between the two anymore. Everyday seemed to stretch longer than its allotted 24 hours. All of the men now had permanent frowns etched upon their faces. They had lost all of their strength. Too many of their comrades were dying. The Colonel was doing the best that he could but standards had to be lowered. White had turned brown and black had turned grey. There was no escaping the ever-present coppery scent of blood in the air, mixed with the perfume of burnt gunpowder, which left a bitter taste in Lucy's mouth. The wind no longer carried any laughter along with it, no refreshing and playful breeze to banish the stink of ripe bodies. And it was much too exhausting to cry. So, they all found themselves stuck in a perpetual state of anticipation. Preparing, only to be knocked down before they could finish, again.

_Its almost my birthday_, Lucy mused to herself. She was currently trying to find Peggy, taking a break from helping Howard back in their makeshift lab tent. Strange, how trivial everything seemed in light of the war. It'd been almost a year, since James had been deployed. They had exchanged a few letters back and forth, but letters were getting lost much more frequently now. _Where are all these men coming from?_ She wondered, then she caught a snippet of their conversation.

"…107th…" floated a voice as the soldiers walked past her. "Such a shame really."

Lucy stopped, suddenly paralyzed with worry, and then sprang into action, rushing over to the men, "Pardon me!" They looked over at her. "Excuse me, but did you say something about the 107th? Is there trouble? Are they alright?" she asked quickly.

They stared at her, still a little unused to seeing a woman in the mist of war this close to enemy lines. Finally one of the men spoke up, "You might want to go speak with the Colonel about that ma'am."

Without another word, Lucy sprinted toward the large tent, bursting inside still panicking over her brother.

-permafrost-

These were the roughest looking men Steve had ever seen. They looked about to kill him, if they weren't too exhausted already.

"How may of you are ready to help me sock ol' Adolf on the jaw?" Steve recited. The silence from the crowd was deafening. "Okay….uh" he stammered continuing, "I need a volunteer."

"We already volunteered. How do you think I got here?" came a disgruntled shout from the back of the audience. The rest of the men chuckled along dryly.

"Bring back the girls." Another demanded, and the cheering increased.

Looking off to the side of the stage, Steve tried to appease them, "I think they only know the one song. But, um.. let me…" he faltered starting to walk off, "I'll see what I can do."

"You do that, sweetheart." The man in the front catcalled.

"Nice boots, Tinkerbell."

And the laughter doubled.

"Come on guys. We're all on the same team here." Steve tried to remind them.

"Hey, Captain!" one man stood up, "Sign this!" and he lowered the back of his pants.

Steve sighed. A few other men stood up as well. This time they started throwing rotten food at him. And the clapping began, whistling as well. Retiring from the stage, Steve left the girls to do their song again.

"Don't worry about it," his manager soothed him, "they'll warm up to you. Don't worry."

It didn't help him much.

-permafrost-

Dear Lucy,

I think our letters keep getting lost in the mail. I don't know if you've gotten any of my last ones, but I'll tell you again anyway. I'm in Italy now. We're on tour for the active service men. But to be completely frank, I think they're just here for the girls. I'm going to include a sketch of how I look, parading around the stage everyday…The weather is nice here, it's raining right now. I know how much you love the rain. How it washes everything clean and leaves an earthy scent after it's gone…I miss you. Hope to hear from you soon.

Love,

Steve

-permafrost-

He was currently finishing that sketch. It depicted a monkey, wearing his Captain America uniform, carrying his shield and an umbrella, whilst riding a unicycle. He was rather proud of this sketch. It was turning out to be one of his better ones. _Maybe it'll make her happy_, he thought ruefully, _not like how I feel about this job_.

"Hello Steve." Came a British accent from behind him.

"Hi." He replied in astonishment.

Peggy responded with a weary smile, "Hi."

"What are you doing here?"

"Officially," Peggy sat down behind him, adjusting her coat, "I'm not here at all. That was quiet a performance." She stared at him, analyzing his expression. She wanted to tell him about Lucy but decided to wait a bit.

"Yeah, uh… " Steve wiped his nose looking away, "I had to improvise a little bit. The crowds I'm used to are usually more, uh…twelve." He finished dejectedly.

Peggy raised her eyebrow, "And I understand you're America's new hope."

"Bond sales take a 10% bump in every state I visit." He recited to her shrugging.

"Is that Senator Brandt I hear?" she asked sarcastically.

"At least he's got me doing this." Steve defended weakly, "Phillips would have had me stuck in a lab."

"And these are your only two options?" Peggy scoffed, "A lab rat, or a dancing monkey." She nodded at his drawing, "You were meant for more than this you know. This," she waved at the stage, "Wasn't what Lucy and Erskine had in mind when they spent years developing that serum. We all know it, me, Phillips, Erskine, Lucy." She finished meaningfully.

Steve looked at her, opening his mouth to say something then thought better of it.

"What?" she prodded gently, encouraging him to speak.

"You know, for the lonest time I dreamed about," he paused shaking his head, "coming over seas, and being on the front lines. Serving my country." He said wishfully, "Finally got everything I wanted. And I'm wearing tights." He finished bitterly.

Abruptly, the urgent beeping of a car horn interrupted the melodic silence that was the rainfall. Indistinguishable shouts could be heard resonating from the medical tent. The men splashed about in the mud. They traded dryness for saving the lives of their brothers. Hurriedly, they rushed about, bringing in man after man on stretchers.

Peggy and Steve watched on from the stage tent.

Steve whispered, "They look like they've been through hell."

"These men more than most." Peggy agreed. Seeing Steve's questioning look she clarified, "Schmidt sent out a force to Azzano. 200 men went up against him and less than 50 returned. Your audience contained what was left of the 107th. The rest were killed or captured…"

Steve asked urgently standing up, "The 107th?"

"What?" Peggy asked confused.

"Come on!" he shouted as they ran through the rain.


	13. Fondue

"Colonel Phillips." Steve greeted.

"Well if it isn't the Star Spangled Man with the plan?" Phillips quoted brusquely at their entrance. "What is your plan today?"

"I need the causality list from Azzano."

"You don't get to give me order, son." The Colonel stated offended at his lack of respect.

"I just need one name. Sergeant James…" Steve began before being cut off from a shout behind him.

"Colonel!" a slight dark form sped past him. The figure leaned over the Colonel's desk pleading with him, slightly out of breath. "James Buchanan Barnes." The name was coughed out. "Sergeant James Barnes from the 107th. Tell me he isn't dead."

"Lucy?" Steve asked from behind her. She quickly spun around at the familiar voice.

"Steve?" she squeaked in astonishment before embracing him tightly.

As the two hugged, Phillips shifted his gaze to Peggy and with a hard stare he ordered, "You and I are going to have a conversation later that you won't enjoy."

"What are you doing here?" Lucy questioned Steve but before he could answer she remembered herself, "Never mind that…" she said turning back to the Colonel who was not amused at the increasing number of people crowing his tent she continued, "B-A-R…"

The Colonel held up a hand, "I can spell." With a heavy sigh he persistent, "I've signed more of these condolence letters today than I would care to count. But…" and he pulled a letter out from his breast pocket, "the name did sound familiar. I'm sorry." He handed the letter over to Lucy.

Lucy held the letter in her trembling hands. Peggy moved to wrap a supportive arm around her. Missing in action it said. She felt numb. Her brother, abandoned on the other side of the line and there was nothing she could do about it.

"Are you planning a rescue mission?" Steve demanded.

"Yeah," the Colonel responded regaining its curtness, "its called winning the war."

"But sir!" Lucy implored the same time Steve continued, "If you know where they are, why not…"

"They're thirty miles behind the line," Phillips interrupted, "through some of the most heavily fortified territory in Europe." He pointed on the map, "We'd lose more men than we'd save. But I don't expect you to understand that, because you're a chorus girl." He glowered meaningfully.

Steve clenched his jaw; "I think I understand it just fine, sir."

Lucy nodded mutely, understanding his logic and the arduous decisions that had to be made in times of war.

"Well then," the Colonel ushered them out of his tent, "understand it somewhere else. If I read the posters correctly, you've got someplace to be in thirty minutes."

"Yes, sir." Steve was still staring at the map, "I do." And he left.

Pointing to Peggy, Phillips instructed, "If you have something to say, right now is the perfect time to keep it to yourself."

Lucy and Peggy glanced at each other before turning to follow Steve.

-permafrost-

"What do you plan to do?" Lucy challenged still not quiet finished processing everything that had happened in the last hour as she observed Steve packing hastily, "Walk to Austria?" she scoffed in disbelief.

"If that's what it takes." He answered honestly. Her jaw dropped.

"Listen Steve, you heard the Colonel, James is most likely d-d-dea…" she couldn't finish her sentence.

"We don't know that for sure, Lu." He shook his head.

"Even so," Peggy supported, "he's devising a strategy, it takes..."

Steve interrupted growing more angry and pulling on his coat. "By the time he's done that it could be too late."

"Steve," Lucy begged following him outside of the tent. The rain had finally stopped and Steve was loading up a car with his meager belongings. She caught his arm spinning him around to face her, "I can't lose you too."

He took both of her hands in his, "Peggy told me you thought I was meant for more than this. Did you mean that?" he asked staring hard at both Lucy and Peggy.

"Every word." Peggy replied firmly.

"Lu?" Steve questioned.

Studying his solemn expression she responded, "Absolutely."

He nodded, giving her palm a quick kiss he climbed into the vehicle, "Then you've got to let me go."

"Wait!" Lucy shouted stopping him from starting the engine. "I can do more than that." She smiled a strange glint in her eye. "Come on, let's go get Howard."

-permafrost-

In a different part of camp…

"On stage girls! 5 minutes!"

Behind the curtain, the entire area was bustling with activity. The dancers where scurrying about, readying themselves for their next show. "Where's my helmet?" a brunette girl ask the room as a whole.

"Has anyone seen Rogers?" Came the panicked voice of the tour manager.

-permafrost-

In the back of the airplane, Peggy was debriefing Steve on the geography of the area, "The hydra camp is in Krossberg." She pointed tracing their route on a map, "Tucked up between these two mountain ranges. It's a factory of some kind."

Taking off her headset Lucy moved from the copilot's chair to join them, "We should be able to drop you right on the doorstep." She notified him.

"Just get me as close as you can." Steve replied adjusting his parachute. Looking up at her worriedly he added, "You know you're going to be in a lot of trouble when you land."

Peggy just rolled her eyes at his concern.

"What and you won't?" Lucy retorted crossing her arms.

"Where I'm going if anybody yells at me I can just shoot them."

Lucy handed him his shield.

"And they will undoubtedly shoot back." Peggy reminded him.

"Well," he grunted patting the embossed metal, "lets hope this is good for something."

"Agent Carter!" Stark called from the front of the plane. "If you're not in too much of a hurry I thought we could stop off in Usurea for a late night fondue. I promised Lucy, and I think after the day she's had it'd be a nice little getaway." At Stark's words, Steve felt a pain he had never felt before blossom in his chest. It originated from his heart and rushed throughout his entire body, causing his throat to close and his mouth to open.

Lucy shook her head in amusement, "We'll discuss this later Howard." She replied before looking back at Steve.

The back of the plane was quiet after that. Peggy cleared her throat and broke the awkward silence between the two lovebirds. "Stark is the best civilian pilot I've ever seen. Well," she paused, "not including Lucy here. They're the only two mad enough to brave this air space. We're lucky to have them."

Steve nodded absentmindedly, not really hearing what Peggy was saying as he was too preoccupied with Stark's earlier words. "So…" he started grabbing Lucy's attention, "do you two…" he asked pointing between Lucy and Stark. He didn't really want to say it. Saying it out loud would make it read.

Lucy cocked her head not understanding what he was trying to convey.

Clearing his throat, Steve clarified, "Do you…" he stuttered unsure of how to phrase the question. "Fondue?" he finished lamely. His heart beat loudly in his chest. If it weren't for the furious winds, he was sure they'd all hear it pounding loud and clear.

Peggy covered her mouth to keep from laughing and interrupting the comical exchange.

Giving up, Lucy ignored Steve's apparent loss of ability to utilize the English language. Lucy showed him a device she pulled out of her pocket, "This is your transponder," handing him the small rectangular box she continued, "activate it when you're ready and the signal will lead us straight to you."

"Are you sure this thing works?" he yelled to Stark, inspecting the new equipment.

Lucy smirked proudly, "Trust me, I designed it."

"Its been tested more than you, pal." Howard supplemented as he adjusted some of the levers and knobs trying to smooth out their flight.

"Wait till you see what else Howard and I've been developing." Lucy continued excitedly. Steve's eyes dimmed a little at that. He would never be able to challenge Lucy on her level, the way Stark did in their science and technology department. _Even with all these artificial improvements_, he thought bitterly to himself, _you still won't be enough to get the girl_.

Just then, the plane started to groan and shake. The quiet of the night had been disturbed. From below them in the midnight forest, shots were being fired. The sky suddenly lit up with various brilliantly flashing lights that warned them of the path the dangerous bullets followed. Howard started to swerve back and forth to avoid the gunfire.

Steve jumped up from his seat and pulled open the door.

"Get back here!" Peggy shouted over the howling wind.

Running over to him Lucy cried, "We're taking you all the way in."

Steve shook his head, "As soon as I'm clear, turn this thing around and get the hell out of here."

"You can't give me orders!" Peggy countered.

"The hell I cant!" Steve grinned, "I'm a Captain." Then just as he was about to push himself out of the plane, Lucy stopped him.

"You better come back to me safe and sound." She kissed his cheek, causing both of them to redden, "And bring back that trouble making brother of mine while you're at it; or I'll be forced to come after the two of you just like I always do. "

"Yes ma'am." Steve grinned, tipped his helmet at her, and put on his goggles. He then leaped from the aircraft. Within a matter of seconds he disappeared from view. He was on his own now, completely surrounded by the enemy without anyone to help him.

"He'll be fine." Peggy yelled heaving the door into its proper position. "Now, lets go try that fondue you two keep yammering on about." She sighed latching it into place.

"Yes!" Howard enthusiastically agreed from the pilot's seat turning the plane to go to his desired destination.

"Fine." Lucy consented plopping herself back down into the copilot's seat. "But you're going the wrong direction, Howard." She corrected him, replacing her headphones.

Embarrassed, he adjusted the flight course. "Not one more word." He warned her, purposefully not meeting any of their eyes.

Peggy and Lucy sniggered to each other behind his back.


	14. Who are you supposed to be?

Hydra could be boiled down into three words: clean, cold, and efficient. Everything was made of metal. Unforgiving and unyielding metal. Steam billowed out of various machines and the eerie artic colored energy glowed out of every corner. The entire castle also smelled of damp and dirt, polluted with the artificial scents of grease, oil, and disinfectant. This particular facility was first and foremost, a weapons manufacturer. Production lines weaved in and around every instrument. The men buzzed about, going to and fro, forced into labor by their, ever watchful, masked guards. The clinking of chains was common as they were secured to their posts. Despite the power hungry purpose, the base was an impressive sight to behold. No other country could compare to the technology currently under development in the Hydra camp at this moment, not even Stark Industries. But, it wasn't enough.

It was never enough.

Two men walked by, chained to a carrier as they hefted a case of the finished ammunition to a storage unit. "As you can see." Doctor Arnim Zola said to Schmidt, "Production and the work here is progressing on schedule. Even with components of this size." He finished, pointing proudly to his designs as they briskly walked by the other prisoners.

Unimpressed Schmidt casually ordered, "Increase the output by sixty percent. And speak with our other facilities to do the same."

"But these prisoners," Zola asked in disbelief, "I…I'm not sure they have the strength."

"Then use up what strength they have left, Doctor." Schmidt commanded uncaring, "There are always more workers. " he nodded then passed the Doctor, leaving to monitor progress from the command room.

Zola shook his head, stressed, after the encounter. It seemed as if nothing he accomplished would ever be enough for Schmidt. With each new development, he became more power hungry, more sadistic, and that did not sit well with Zola.

-permafrost-

Below the factor floor, in a different part of the castle, were the cells. The circular cages held about ten men each. They were simple really, thin metal rods that traveled from floor to ceiling, just narrow enough so that none of the prisoners could pass through. A few of the cells had grates for ceilings, where the floor above them could be scene. They were not the most comfortable of living spaces, but at least they weren't dead…yet.

It was the end of the workday. The men were ushered into their respective cells and locked in for the night. It was an endless cycle that started again the next morning, bright and early, and finished late into the night. Most of the men lost hope that they were ever going to be rescued. They knew how risky a rescue mission would be so deep into enemy territory. Nevertheless, if you were working on the floor, you did not happen to be the unlucky soul who was picked to be taken away. Nobody genuinely knew what happened to those soldiers. If you rebelled, you were most likely taken away. If you caught them observing you, muttering over some hidden clipboard, you were probably taken away. They took strong men, weak men, it almost seemed random. The only certainty was that if you were chosen, you were never coming back.

As the men ambled into their cells, a Hydra soldier pushed Timothy "Dum Dum" Dugan, knocking off his bowler hat. "You know, Fritz." He picked up his hat. "One of these days, I'm going to have a stick of my own." He glared at the soldier who did not respond, locking the cell door behind him.

-permafrost-

The forest floor was completely shrouded in fog. Silence dominated the blackness and stillness controlled the air. Every crack or groan of the protesting underbrush that hissed beneath Steve's boots was like a beacon in his mind, calling every Hydra operative to his location. He moved quickly between the trees. His now leisure place would have been impossible to keep up, in his earlier form. A few minutes at this speed would have consequently resulted in an asthma attack.

The former castle was now a heavily guarded military operation. Searchlights flooded the area, making continuous sweeps of the landscape and tree line. Guards could be seen posted every couple meters along the fence. They were not stationary either. Ever alert, they moved back and forth at their positions.

From his hidden viewpoint, Steve could hear the rumbling of engines approaching. Four trucks were coming up behind him about to enter the compound. Waiting until the last vehicle was about to pass, he stood up and gave chase. With a great leap he vaulted into the cloth covered back of the car.

Spinning, Steve landed in the back and greeted two masked men. "Fellas." Recovering from their shock, they lunged at him.

With a few swift punches and kicks they were soon deposited out the back of the automobile. And that was how Captain America gained entrance to the Hydra Weapons Facility.

-permafrost-

Knock, knock, knock. Came from behind the door, interrupting the guard's musings about sweet, sweet, sleep.

His wish came soon enough. Just as he opened the door and peered inside, his head was smashed into the doorframe, knocking him out cold.

Steve snuck by. Wandering through the manufacturing floor, he came across a table covered with various glowing objects. Observing them curiously he plucked a small device from the array and tucked it into his pocket. _'For Lucy…'_ he thought, _'and Stark…'_ he tacked on as an afterthought. Whatever Hydra was making they needed to know about it, and fast.

-permafrost-

The men in the cells sat around trying to sleep. While the ceilings were high, that did not nothing to help the sleeping arrangements. Most were sat leaning against the bars to make room for the others. It was quiet. The only sounds came from above where a guard paced, his steps reverberating throughout the room.

They suddenly jerked to a stop. The thump of a body hitting the ground was heard, causing the captured Allied men to jump to their feet. A figure could be seen pulling a ring of keys from the limp body.

From below, one of the squinted trying to see their funnily dressed savior, "Who are you supposed to be?"

"Um…" Steve breathed, still looking around for more guards, "I'm, Captain America."

"I…" came a distinctly confused British lilt; "beg your pardon?" finished James Montgomery Falsworth.

Steve ran down the stairs and began to unlock all of the cells.

"What are we taking everybody?" Dum Dum asked frowning at the shorter Asian man.

"I'm from Fresno, Ace." Jim Mortia replied. Offended he pulled out his dog tags to prove his point.

"There anybody else?" Steve asked urgently, not having time for their petty arguments, "I'm looking for a Sergeant James Barnes."

"There's an isolation ward in the factory." Falsworth responded immediately. "But no ones every come back from it."

"Alright," Steve nodded, that would be his next target. Turning back to the men he instructed, "The tree line is northwest, its eighty yards past the gate. Get out fast and give them hell. I'll meet you guys in the clearing with anybody else I find."

"Wait." Dum Dum argued, "You know what you're doing?"

"Yeah," Steve deadpanned, "I've knocked out Adolf Hitler over 200 times."

The newly released soldiers shared mutual looks of confusion as the man with the shield ran off. Shrugging, they left to unleash their pent up frustration on the Hydra camp. Wreaking as much havoc as they could, the men all but razed the facility down to its foundations.

-permafrost-

Meanwhile, Schmidt started all of the timers, counting down to the base wide explosion. Doctor Zola, on the other hand, was saving all the notes he could from the isolation ward. Just as he exited the door he spotted a man in the hallway. It was the man from the monitors. The man who set off all of the destruction and released the prisoners. Without a backwards glance, Zola fled from the intimidating soldier.

Steve considered chasing after the scientist but instead stopped to inspect the rooms. Inside one of the labs, he heard some faint mutterings mingling in the moonlight.

Steve exhaled with relief.

"Bucky!"


	15. Everything

The plane shuttered in the early morning wind. Clouds still covered the sun, cloaking the world against its golden rays. The view of the Italian mountainsides was breathtaking. Frost lightly dusted the sides of the cliffs in the distance. Trees reached their spindly tops toward the sun in a harsh competition against one another. The air was different up here. Clean and refreshing without a trace of smoke or gunpowder. Howard, Lucy, and Peggy had decided to remain at the near by town over night after their fondue. Hopefully, Colonel Phillips had enough time to calm down after their disappearance. The trip back to camp was made in the wee hours of the morning, hidden in the dim lighting of the waning moon.

"Are you sure you're ready for this?" Howard asked over the roaring motor.

"You can't run forever." Lucy replied grimly, flipping a piece of her hair out of her eyes, making herself more presentable.

Peggy pointed over to the figured standing at the end of the field, waiting for them to land, "No you can't."

The plane slowly taxied to a stop and the Colonel marched over to meet them. "What on god's green earth were you thinking!" he bellowed from afar, much too impatient to wait to shout at them. Coming closer he took stock of their numbers, "Where's Rogers?" he demanded looking around.

-permafrost-

"Don't worry, doll." Howard consoled Lucy as they sat in his makeshift lab tent. "He can't do anything to get rid of you. If he tried, he knows I'll just bring you back with me." Howard nodded to himself, as he tinkered with a new gun prototype. "But I don't think I have much influence about your orders, Peg. Sorry." He said with a frown, glancing over at the Agent.

Peggy smiled in response, "Thank you, Howard. Don't worry about me, either of you." She continued walking between the tables full of different inventions, "They need every person they've got."

Lucy was furiously scribbling on a few of Howard's blueprints. "I can't help but worry." Sighing she set the pen down and handed the altered plans to Howard. "What do you think?"

"Hmm." He studied the notes and wrote down a few calculations. "That just might work. It'll definitely be more accurate…" he trailed off looking at the gun and comparing it to the drawings.

The two engineers had been working nonstop since Phillips finished his half-hour long rant. They were trying to distract themselves by testing and retesting their new technology. Instead all they were doing was exhausting themselves. "That's it." Peggy snapped gaining their attention, "Off to bed the lot of you. This is the second time you've 'discovered' how to make something more accurate. Last time the bullet tried to fire out of the wrong end. And I can't even begin to fathom how that happened." She walked both of them to their respective tents, "Shoo. We all need rest. We can regroup in a couple hours." She finished before disappearing into her own shelter.

"Yes, Your Majesty." Howard and Lucy grumbled at the same time.

-permafrost-

_Back at the Hydra base…_

"Bucky!" Steve shouted rushing over. "Oh my god." He breathed at the sight of his friend laying, strapped to a table. "Its me, its Steve." He tried to reassure Bucky as he ripped off the restraints.

Bucky continued to mumble incoherent nonsense until his eyes focused, "Steve?" he grinned in recognition.

"Come on." Steve heaved, lifting Bucky into a standing position.

"Steve." Bucky stated in disbelief and confusion, looking at the man who resembled his friend but not how he remembered him.

Clasping a hand onto Bucky's shoulder Steve told him, relieved, "I thought you were dead."

"I thought you were smaller."

In the distance, the first of the timed explosions went off. In a matter of minutes the already frail infrastructure of the building would collapse entirely.

Steve looked around trying to figure out what to do next. On the other side of the room, he spotted a map. The large image depicted the locations of several other Hydra base camps. Committing the map to memory Steve pulled Bucky to his feet, "Come on. We need to go." The two stumbled down the steps and out of the lab. Explosions could still be heard nearby. The building was starting to shake and dust was rattling down from the ceilings.

"What happened to you?" Bucky asked, looking for an explanation.

Steve simply said, "I joined the army." On the look out for more guards Steve clarified, "Actually it was your sister."

"Cici?" Bucky's head snapped up at the mention of Lucy.

"Yeah. She was working on a super soldier serum with a Doctor. Top secret. I don't know the specifics."

"Is she alright?"

"She's great." Steve comforted him. "Helped fly me here actually."

"Wha… She can fly now? Did she use that serum on herself? Grow wings?" Bucky gasped picturing his little sister with giant wings on her back.

"Shes's a civilian pilot, Buck." Steve clarified chuckling.

Regaining the use of his legs, Bucky continued, "Did it hurt?"

"A little."

"Permanent?"

"So far." Steve shrugged.

"You're taller…" Bucky persisted, "Did it effect, _everything_?"

Steve rolled his eyes at his friend who was obviously not taking the escape plan, as seriously as he should, "_Everything_ is proportionate, if that's what you're asking."

"Damn." Bucky muttered, then remembering an important fact, "Wait, Cici. She's here? Why is she in an active warzone?" he demanded. "I thought she was safe in a science lab somewhere."

Then before Bucky could continue, they reached the manufacturing floor just as bomb after bomb went off. The entire level burst into flames causing the two to stumble back, shielding their faces from the intense heat.

As they tried to find an escape a voice from across the room called out to them. "Captain America!" Greeted Schmidt, "how exciting. I am a great fan of your films." Analyzing the super soldier, Schmidt sneered sauntering forward, "So, Doctor Erskine and his little helper managed it after all. Not exactly an improvement, but, still." He shrugged, walking onto the bridge, "Impressive."

Steve met Schmidt at the center and threw a punch across his jaw. "You've got no idea."

Schmidt grinned evilly, "Haven't I?" he responded denting Steve's shield and leaving a fist mark in the metal.

Steve drew his gun but before he could fire it, Schmidt knocked him down. The weapons bounced off the bridge, falling into the inferno below. As Schmidt approached, Steve landed a two-foot kick across the other man's chest, launching him to the other side of the walkway. Before either man could get up again, Doctor Zola pulled a lever. Causing the two sides to split and pull away from each other.

"No matter what lies Erskine told you." Schmidt taunted from the other side of the room, "You see I was his greatest success." He ended, ripping off a humanoid mask. Underneath he revealed the Red Skull.

"You don't have one of those, do you?" Bucky deadpanned.

Red Skull continued tossing his face mask into the fire, "you are deluded, Captain. You pretend to be a simple soldier. But in reality you are just afraid to admit, that we have left humanity behind. Men like you, they embrace it proudly, no fear."

"Then how come you're running?" Steve yelled after him.

The elevator door shut behind the two Hydra operatives, leaving Steve and Bucky without a response. The destruction below was getting worse. They needed to get out of there now. Looking up Steve spotted a beam that ran the length of the room. "Come on, let's go." And the two hurried to climbed up the stairs.

"Let's go." Steve ordered, helping Bucky over the railing and onto the beam, "One at a time."

The metal hinges strained as Bucky stood. Half way across, the beam let out on last protesting screech causing him to leap to the other side. The metal gave way, falling into the fiery depths.

"There's got to be a rope of something." Bucky reasoned desperately.

Steve shook his head waving at his friend, "Just go! Get out of here!"

"No." Bucky protested slamming his hand onto the rail. "Not without you!"

Looking around, Steve decided there was only one course of action to take. Bending aside a part of the rail he prepared to jump.


	16. Cici

"Senator Brant," Colonel Phillips dictated to the transcriptionist, "I regret to report, that Captain Steven G. Rogers went missing behind enemy lines, on the third area. Reconnaissance has proven unfruitful; as a result, I must declare Captain Rogers, killed in action. Period."

It had been over 24 hours since Steve left. Howard, Lucy, and Peggy were beginning to lose hope of their return. After catching up on their sleep, Howard and Lucy had taken to making surveillance flights every couple of hours. They searched in vain, flying as close as they dared to the smoke covered castle. The misty mountains and gigantic trees did nothing to aid in their search. Fewer and fewer words were spoken between the trio. Howard had taken to dismantling and reassembling various creations, trying to better them. Peggy went about her standard duties with a stiffer upper lip than usual. Lucy was either obsessively calibrating the signal device that responded to the transponder she had given Steve; or, brushing up on her German so she could decipher Erskine's notes.

"Howard and Lucy are back," Peggy called from behind the Colonel, causing him to turn around, "from the last surveillance flight." She finished, swallowing thickly, "No sign of activity."

"Go get a cup of coffee, corporal." Phillips dismissed the transcriptionist.

"Yes, Sir." He nodded exiting the tent.

Sighing the Colonel growled to Peggy, "We can't touch Stark, he's rich. And he's the army's number one weapons contractor. We can't touch Miss Barnes. She's the only expert we have left who has any hope of redeveloping the serum. And we all know if the SSR got rid of her, Stark would just bring her back the next day under his company. You," he stared at the agent, "are neither one."

"With respect, sir." Peggy defended herself, standing up to her full height, "I don't regret my actions. And I don't think Captain Rogers did, either."

Speaking over her, Phillips scoffed, "What makes you think I give a damn about your opinions. I took a chance with you, Agent Carter." He shook his head pacing the length of the room, "and now America's golden boy, and a lot of other good men are dead." He finished leaning tiredly on the desk.

"I had and still do have faith." She countered.

"Well," the Colonel snapped, "I hope that's a big comfort to you, when they shut this division down."

From all sides of the camp, soldiers were seen running over to look at the road.

"There they are!"

"I can't believe it."

The entire gathering of men was expressing the same attitude of disbelief. The activity caught the attention of the Colonel, "What the hell's going on out there?" and the two moved to follow the crowd.

Coming up the lane was a wondrous sight to behold. Cresting the hill and parting the ever-lingering mist came the lost men of the 107th along with other captured soldiers. They were led by Captain America himself, and beside him strolled a proud Bucky. They entered the camp fatigued but satisfied by their victory. Along with them they brought the salvaged Hydra weapons, a few cars, and a tank. Clapping and cheering came from the men as they saw their brothers in arms, safe and sound.

-permafrost-

"Hey, doll." Howard roused Lucy from her spot, slumped across a desk in their workshop. "Come on. Get up."

"Why? Wha-What time is it?" she stretched, her neck aching from the unnatural position she fell asleep in.

"Come on!" Howard replied urgently, pulling her to her feet and dragging her out of the tent. "You have got to see this."

-permafrost-

Steve marched up to Peggy and Colonel Phillips. "Some of these men need medical attention." He remarked to anyone who would listen.

"Medic!" someone shouted, "We need a medic over here."

"I would like to surrender myself for disciplinary action." Steve stared unflinchingly at his superior.

"That won't be necessary." Phillips stated, giving Steve a small grin of approval.

Steve nodded in relief, "Yes, Sir."

"Faith, huh?" the Colonel muttered to Peggy as he passed her. She shrugged in agreement.

Approaching Steve, Peggy scolded him, "You're late."

Pulling out the destroyed device Steve countered, "I couldn't call my ride."

"Hey!" came Bucky's voice from behind them, "Lets hear it for, Captain America!"

The men exploded into cheers and laughter, clapping each other on the back for a job well done. Pushing through the victorious mass of bodies, Howard towed Lucy along behind him.

"Is it them?" Lucy asked not recognizing any faces. "Are they back?"

Howard didn't respond and continued to struggle through the throng. When they reached the middle, he stopped so abruptly she almost ran into him. Instead, side stepping his still form she searched the sparser area.

"James?" she exhaled, looking at the tall dark from in front of her.

Spinning around, Bucky's face split into a wide grin as he ran to his sister, "Cici!"

"You're alive." She cried into his shoulder as he picked her up and spun her around. "I thought you were dead." She reprimanded when he set her back down. "Don't you dare worry me like that again." She finished pointing a stern finger at his still beaming face.

Laughing boisterously, Bucky conceded, "Sure thing, kiddo."

"I mean it James Barnes." Lucy threatened, "If you do that again, you can be sure as hell that I'll come after you. I'll save you just to have the pleasure of killing you myself."

"Missed you too." Bucky replied hugging her again.

Sighing Lucy hugged him back, "Love you, James."

"Love you too, Lucille." Releasing her, Bucky continued, "Hey, wait explain to me about this serum… thing? Steve didn't go into detail. Also, why are you this close to an active warzone?"

"Steve?" This startled Lucy, "Wait, where's Steve?"

"Over here, Lu." Answered a voice from behind her.

A few paces away, Steve stood beside Peggy. Both were watching the siblings unite with soft smiles on their faces. Striding over to them, Lucy swiftly pulled Steve down to her height in a tight embrace. She leaned her face into his chest, breathing in his scent. His clothes smelled of leather, soot, and an indescribable fragrance that reminded her of home. Happiness bubbled up inside her chest like a pot of water boiling over the sides. A tear traveled down her cheek and she quickly wiped it away before anyone could see. Finally able to hold his sturdy form between her arms wiped away every doubt she had in her mind. "Thank you." She whispered, "For bringing him home to me." as they released each other she continued, "Welcome home, soldier."

"It's good to be back, ma'am." Steve grinned, studying her face. He wanted to reach out and eradicate the slight trail left behind by her tear, but he stopped himself. He had to remember his boundaries, especially with Bucky standing right there. Back at the Hydra camp, there was a moment where he thought he'd never see her beautiful face again. So he reveled in this moment, ecstatic just being able to look at her once more.

"Why didn't you call?" she demanded.

He held up the broken device that was still in his hand and gave it to her.

"Oh come on." Came Howard's anxious voice. Seizing the ruined transponder and stroked it fondly, "Now what did the bad man do to you."

"Nice to see you too, Stark." Steve greeted the scientist.

"Yeah, yeah." Waved Howard. He moved to inspect the Hydra guns a few of the men were holding. "Now, what presents did you bring me.


	17. Write that down

"Captain America to Receive Medal for Valour" was plastered across every street corner in London. Everybody was talking about America's new golden boy. The soldier who single handily gave the allies a new burst of hope in these trying times. On the busy pedestrian streets of the city, civilians chattered back and forth about the news. But underground in an undisclosed part of London, the SSR was hard at work.

Agents walked purposefully back and forth. From transmitter, to map, from colonel, to sergeant, the Allies were prepping for their next move against the enemy.

"They had one here in Poland, and the Baltic." Steve was marking Hydra bases on a map, "and the sixth one was, about, here. 30, 40 miles west of the marginal line." Seeing Peggy's incredulous look he clarified, "I just got a quick look."

"Well," she scoffed, "nobody's perfect."

Walking over to the larger map where the Colonel stood, Steve continued, "These are the weapons factories we know about. Sergeant Barnes said that Hydra shipped all the parts to another facility, that isn't on this map."

Phillips nodded his approval, "Agent Carter, coordinate with MI6." Then to the room at large he spoke, "I want every allied eyeball looking for that main Hydra base."

"What about us?" Peggy questioned.

"We," the Colonel paused, taking a folder handed to him by a blonde female operative, "are going to set a fire under Johann Schmidt's ass. What do you say, Rogers? It's your map, think you can wipe Hydra off of it?"

"Yes, Sir." Steve nodded confidently, "But, I'll need a team."

"We're already putting together the best men." Phillips nodded absentmindedly.

"With all due respect, Sir." Steve raised an eyebrow, "So am I."

-permafrost-

_Meanwhile in a different part of the SSR base…_

The lab that Lucy and Howard shared in London was far better than any other makeshift tent they had. There were more instruments, more tables, and more assistants to help them along the way. A few of them didn't take too kindly to having a woman as their superior, but witnessing the development of the weapons she cooked up, shut them down real fast. Now they practically worshiped her every command. It had gotten a little ridiculous actually. Lucy would ask for something and no matter how trivial, a second later she would have it. Their respect wasn't unfounded though; the technology Lucy and Howard were testing went years beyond what they had in England. And with the addition of the Hydra weapons, perhaps the Allies could finally catch up.

Currently, Bucky was visiting Lucy while she and Howard were inspecting the Hydra weapons. "So," he inquired, poking at a few instruments laying on a table, "Are you and Steve rationed yet?"

Howard guffawed as he prepared the equipment, "The only way that those two would be going steady, is if a miracle happened and they both suddenly lost their shyness."

Lucy blushed beet red and hissed at Howard, "You told my brother?"

"He didn't tell me anything." Bucky defended as Howard held his hands up in surrender. "I've known for a while now."

Mortified Lucy closed her eyes, "Why didn't you say anything?"

He shrugged walking over to her, "It wasn't my business. He cares for you too you know, Steve, he really does. Besides, if any man was going to be keen on my sister, I'd rather he be my best friend."

Lucy's jaw dropped open, "Don't be silly." She scolded him, "Steve has plenty of options now, and I don't think he'd want to settle on me."

"But that's the point, Cici." Bucky nudged her, "He's always loved you. Tried to hide it that little punk, but I knew. Besides he would probably think _you_ are settling for him."

"But he's _Captain America_…" Lucy started.

"He wasn't always was he?" Bucky pointed out, "I used to wonder why he wouldn't let me set him up on dates. He's been waiting for you."

Lucy shook her head still not believing her brother.

"That reminds me," Bucky continued, "Steve sent me here. We're all meeting at the bar tonight, he wants you to come. You're going to want to wear something nice." Bucky smiled patting her head. "Oh, and maybe bring that Agent friend of yours, she's quite the looker."

"Don't be so hotsy totsy James." She scolded him. "I'll see you then."

"Yeah, yeah." Bucky grinned, then seriously he added, "Think over what I said, I don't want to make setting up my sister a common occurrence. I'll see you later, Cici. Bye, Stark." He threw over his shoulder.

Lucy turned to Howard, her hand on her hips, "You two are in cahoots aren't you."

Howard smirked, "While I do get a little kick out of seeing you and Rogers blush and stammer around each other, something had to be done. But it wasn't my idea."

Lucy's brow furrowed for a bit, then she spit out, "Peggy. It was Peggy wasn't it."

Stark hummed, "That reminds me, Agent Carter has a gift from me to you for later. Well, I bought it but she picked it out. You're wearing it tonight." He finished firmly.

Throwing her hands up in frustration, Lucy sighed, "Let's just get back to work."

Grinning Stark turned back to the machine. Inside were two claws that he controlled to investigate the mysterious blue substance. "The initial signature is unusual." Howard began, "Alpha beta remain neutral." Lucy leaned in to look at the light source with him, "But I doubt Rogers picked up on that." Howard added under his breath.

Lucy tsked, "Don't be mean, Howard." Then still looking at the tiny glow she observed, "It seems harmless enough."

"Hard to see what all the fuss is about." Howard agreed.

Then as he went in to adjust the object with the second claw, there was a bright flash. The interior of the machine exploded. The blast launched Howard across the room and into the far wall. Lucy dove off her chair trying to escape the shattering glass and the smell of smoke permeated the lab.

"Write that down." Howard ordered as a few assistants rushed over to their superiors.


	18. Dream a Little Dream of Me

Lucy sighed examining her reflection in the mirror. After the explosion she'd gotten soot all over herself and needed a bath. After she washed, Peggy came over and brought with her an expensive silvery blue dress.

"I can't wear this!" Lucy pleaded with her friend, "It's too much. We need to return it."

"Well that's too bad isn't it?" Peggy retorted, "You are going to put on this dress, and I'm going to help you with your hair, and we are going to that pub tonight. That is final."

Lucy grumbled in her seat as Peggy did her makeup. "Sometimes I can't believe you're actually younger than me." she said to the agent. "You act like the older sister I never had." She pouted, "A bossy older sister who's trying to set me up on a date."

"Don't act like you don't love it." Peggy argued, twisting Lucy's hair into intricate curls and pinning them up, "There all finished." She spun Lucy to face the full-length mirror, "Steve won't know what hit him." She nodded approvingly at her work.

As the two women stood side by side in the mirror one thing was abundantly clear, Lucy's beauty was different from Peggy's. Where Peggy was more demanding with her looks and personality, Lucy was subtler, more graceful. Peggy was fire, forceful and immediate, a striking loveliness that caused destruction if not handled carefully. Lucy was water, soothing and reactive, but powerful if roused. The two worked well together. But where Peggy was confident in her mind and her looks, Lucy needed to learn that her insecurities were unfounded.

-permafrost-

"So lets get this straight." Dum Dum clarified.

Steve and his recruits where sitting at the table in the bar. They were sharing a beer as he told them of his proposition.

"We barely got out of there alive, and you want us to go back?" Gabe Jones scoffed.

Steve shrugged, "Pretty much."

"Sounds rather," Falsworth deliberated cracking a grin, "fun actually."

After a belch Jim Morita replied, "I'm in."

Gabe and Jacques Dernier conversed in speedy French, confusing the others. Seeing their perplexed looks Jones explained, "We're in."

"Hell I'll always fight." Dum Dum raised his tankard, "But you gotta do one thing for me."

"What's that?" Steve questioned, amused.

Finishing the rest of his drink and slamming it down on the table Dum Dum replied, "Open a tab."

Steve stood up, gathered all their cups and walked over to the bartender. "Another round." He requested.

"Well that was easy." Dum Dum grinned. The other men chucked in response and cheered for their renewed drinks.

"Where're they putting all this stuff?" the baffled bartender shook his head as he got them their alcohol.

-permafrost-

Bucky was sitting in the back room it was quieter there, more personal. Not that the bar wasn't a friendly place. In fact it was rather homey. Soldiers were everywhere, sitting, laughing, and having a pint to relax. There were even a few dames here. The slightly hazy atmosphere cast a cozy glow over every person in the establishment. In a place like this, one could forget they were at war.

In the front of the building, there sat the social drinkers. The men and women who sat there spent their time one-upping each other about times past. The tales became more ridiculous with each drink and with each anecdotist, the lies became easier to spot. They were always a merry crew. These individuals never stayed long, money was tight and liquor was never cheap.

In the middle of the tavern, were the drunken singers. These menfolk stayed for hours ordering round after round; drinking away thoughts of how long the bill would be. When they were inebriated enough, they sang along to the pianist. Drinking songs from every corner of the world made it to this bar. No two nights were every the same. Bucky sat near these men, closer to the sidelines; observing their merrymaking and chortling at their antics.

Lastly, located in the very back was a part of the bar few people ever went to. This was where the radio stood. Faint strains of jazz floated through the warm air. There was something indefinably beautiful about music, especially sweet soulful melodic jazz. This was where couples spent their time slow dancing. Sadly, it was almost perpetually empty now; war wasn't really the time to dance.

After speaking with the men about becoming a part of his strike team, Steve stood and walked over to sit next to Bucky.

"See," came Bucky's self-satisfied voice, "told you. They're all idiots." He finished taking a sip of his drink.

"What about you?" Steve questioned sitting down, "You ready to follow Captain America into the jaws of death?"

"Hell no." Bucky scoffed, "That little guy from Brooklyn. That was too, dumb, to run away from a fight? I'm following him."

Steve smiled at Bucky's sentiments.

"Hey," Bucky joked drawing Steve's attention back to him, "you keeping your outfit, right?"

"You know what?" Steve turned to look at the poster behind him. It depicted Captain America in full costume, saluting the viewer. Across the bottom a hastily plastered "Tour Cancelled, until further notice" sign had been put up. "It's kinda growing on me."

-permafrost-

As Peggy and Lucy stepped into the bar, the men around them hushed at their entrance. Lucy swallowed nervously as they made their way to the back of the establishment. "They're not here, Peg. I say we call it a night and head back."

"Don't you dare!" Peggy whisper shouted. "I did not go through all this trouble to see you run out of here with your tail between your legs." Then softly she reassured her friend, "We're just going to see you brother and your friend. People you've known for years. If anything I'm the one who should be nervous."

"Yeah but you're Peggy Carter." Lucy hissed back at her, "And besides I've never worn anything like this." She ran her hands down the sides of the dress. The silky smooth material flowed like water around her hips. It might have been made entirely of silk, she thought it best not to ask, knowing the price would probably upset her more. Her hair was curled and partly twisted up. It was getting long; perhaps she needed to cut it soon. But she rather liked it long.

As they turned the corner, James and Steve finally came into view.

"Captain." Peggy called with a smile, then moving aside to reveal Lucy.

Steve's breath caught in his throat. His heart felt like it had abruptly failed, then suddenly replaced with one that beat twice as fast. A faint fluttering filled his stomach spreading to the rest of his limbs and his mind was left utterly blank.

"Cici!" Bucky grinned hugging his sister.

"Hey James." She embraced him back, trying not to look over at Steve. "I don't think I ever properly introduced you two. Peggy, this is my older brother, Sergeant James Barnes. James, this is Agent Margaret Carter."

"Peggy, please." She said grasping Bucky's hand.

"Its wonderful to meet you Peggy, you can call me Bucky. Most people do, except for little Cici here." He nodded.

"Hmm… I might follow her lead." Peggy smiled. "Come, James, I want to meet the rest of Captain America's top squad." Bucky nodded and they turned to leave when Peggy remembered something, "Oh Captain." She called to Steve who finally broke out of his trance. "Tomorrow 0900, Howard has some equipment for you to try."

"Sounds good." Steve replied not looking at her.

"Excellent." Peggy and Bucky shared a mischievous glance and quickly moved just out of sight of the back room, joining the singing men.

"Hey soldier." Lucy greeted trying to calm herself by studying his freshly pressed uniform, still trying to avoid his gaze. "Why are you hiding back here by your lonesome?"

"I've been waiting for someone." Steve smiled shyly at her, "a girl."

"Oh really?" Lucy finally looked into his face. His eyes were so beautiful. Always changing with his mood, at this moment they were joyful. Like peacefully burning embers that released enough heat to warm but not to scald. And that made her happy. A smiled grew along her lips.

That was it. That smile, it was the grain of sand on a scale that finally tipped over in his heart, crashing to the ground with a resounding bang. "I've been meaning to tell her she's the most gorgeous dame I've ever met. And to ask her for a dance." Steve continued gaining confidence. "But I don't know if she'll say yes."

"Only a foolish girl would say no to Captain America." Lucy rolled her eyes.

"I'm not asking as Captain America, Lu." Steve took her hands earnestly, "I'm asking as Steve Rogers, the skinny guy who was shorter than you when you wore heels. The one you saved from an alley all those years ago."

"No…" Lucy replied.

Steve looked up at her. It felt like all the blood in his body froze at the same moment leaving him cold, empty, and lifeless.

"No, to Captain America." Lucy continued stroking his hair, making a point. "I really must not be as clever as I think I am if I would say no to Captain America." She smiled moving her arms to circle his neck. "But I'll let you in on a secret. There's this soldier I know, I rather prefer him. Actually, I'm been keen on him for quite a long time. I'm not sure if you two have met, Steve Rogers? Actually I've been meaning to ask him for a dance. What do you think he'd say?"

The fire was back, full force, in Steve's eyes. Now instead of embers they were brilliant flames, dancing with delight, "He'd be a fool to say no." was the reply as he moved her nearer to the radio. The music currently spilling from the speakers was Kate Smith's rendition of Dream a Little Dream of Me. The soft jazz ballad set the mood nicely for their first dance.

_Stars shining bright above you_

_Night breezes seem to whisper 'I love you'_

Steve lightly placed his hands on her hips, pulling her into his body. The rest of the world started to drift away as they moved to the song. The gentle lyrics enveloped them in a cloud, blocking out the noise from the rest of the bar. Lucy tightened her arms around his waist leaning her head on his chest. In turn, Steve's head came to rest on her's.

_Stars fading but I linger on dear_

_Still craving your kiss_

Feeling her form wrapped around his caused a caged animal to break free and rear its head in triumph. All of Lucy's nervous energy faded away, replaced with a sentimental serenity she could only find with Steve.

"Your hair is longer." Steve remarked casually running his fingers through the soft ends.

Lucy hummed contentedly, "I'll need to cut it soon."

"Don't." Steve requested as he twisted the silky curls, "I like it long."

_Sweet dreams till sunbeams find you_

_Sweet dreams that leave all worries behind you_

"So you think that couple will actually get their dance? Lucy questioned, as they swayed slowly back and forth to the soothing melody, "Lucy and Steve, I mean."

"Why don't we ask them?" came Steve's voice from over her head.

_But in your dreams whatever they be_

_Dream a little dream of me_

She lifted her face to look at his.

Their eyes met, pupils widening. With the lingering touch, their breathing hitched and heartbeats started to sync up. Steve drew her even closer. As their bodies melted together, all semblance of dancing stopped.

Gently caressing her cheek he asked, "May I kiss you?"

Smiling, Lucy nodded her permission.

And in that moment nothing else mattered. There was no awful singing happening in the room next to them. There was no worry about the things that were to come tomorrow. There was no war. There was no Hydra.

To them, there was no one else in the world, but each other.


	19. Schnapps

_Disclaimer: Again I only own Lucy and a few plot point changes I made to accommodate her. I don't speak German; I just thought it would be a nice touch. Also I am not a steganography expert (Wiki: the practice of concealing a file, message etc. within another file, message, image or video.) so please take it with a grain of salt. Enjoy! _

-permafrost-

When Peggy and Lucy retired for the night, Lucy felt exhausted. Her cheeks were locked in a perpetual smile that ached after they left the bar. For most of the evening, the adrenaline pumping through her veins had blocked out the pain. Now that her hormone levels were slowly returning to normal, the soreness had set in. But it was a good kind of discomfort. It reminded Lucy that her moment with Steve wasn't an illusion. And what a moment it was. She smiled again in spite of herself.

During their dance, Lucy and Steve were no longer a part of this world. Instead, they detached from it like a kite waving in the wind with only a single silk thread some how connecting them back to reality. And reality was so much better than how they imagined such events could unfold.

"Soo…" Peggy grinned as they leisurely walked back to their quarters, "It went well then?"

-permafrost-

Lucy had woken up early that morning. She found sleep to elude her, as her mind was too restless, still buzzing from the night before. Going into the lab early, she set about the arduous task of continuing to decipher Doctor Erskine's notes. It had been months since she began. And every time she went back to the mountain of notebooks and scratch paper, she couldn't help feeling like the formula was intentionally evading her grasp. Almost like a sealed bottle holding a secret message, bobbing up and down in the water just out of range from a dock where she sat, pleading for the tide to bring it closer.

Throwing down her pen in frustration she crumpled up the paper she was scribbling on and threw it into the wastebasket. She sighed no matter how clever she might be the serum lacked a certain element that for the life of her she could not quite remember. Closing her eyes she rubbed her temples and sat back in the chair. A thought having come to her, she leant down to open the bottom drawer of her desk that hadn't been touched in months. There she found and pulled out the last item Erskine had gifted her the morning of their experiment. It was a half full bottle of schnapps. Lucy wasn't much of a drinker, but Erskine insisted she keep it for _'The celebration of our success, tochter'_. *tochter: daughter in German

After his death, Lucy had been reluctant to part with the alcohol. But she had also avoided looking at it as the scent brought back too many memories of her mentor. She regarded it now, twisting the cylinder back in forth in her hands, trying to read the label. There it was. Some sort of flash, a reflective bump in the paper that when the light hit just right, bounced back at her. It was tiny, something that would have gone unnoticed if she wasn't looking at the faded label so long trying to translate the German. She ran her finger over the spot. The paper felt slightly different there, slicker and not as grainy. Pulling away the reflective substance she revealed a tiny metal disk about one-millimeter in diameter. It was a microdot.

Gasping, Lucy jumped to her feet and ran back into the lab. There she quickly grabbed her equipment and brought it back into the office shutting and locking the door behind her. Carefully removing the disc and using the magnifiers, she read the text that had been placed onto it. It was addressed to her from Erskine. The last piece of the puzzle had finally been revealed. Memorizing the information, she brought the disc back into the lab and melted it down. After the spy had gotten into their lab in Brooklyn, she could never be too safe. Then checking the time, Lucy went to join Howard and Colonel Phillips in their meeting. A grin spread across her face, the tide was beginning to turn in their favor.

-permafrost-

As Steve walked into the SSR headquarters that morning, he found himself to be utterly distracted. After the dames had left, the rest of the night condensed into an ineffable blur. His mind couldn't seem to focus on anything that wasn't related to her. The way the marvelous sky mimicked her azure eye color. How the rich mahogany desks seemed lackluster when likened with the shine of her hair. And how nothing could ever compare to her brilliant mind.

He strolled through the busy room and stopped when he reached the desk of a blonde woman who was currently pursing the newspaper. "Excuse me." he called, "I'm looking for Mr. Stark."

"He's in with Colonel Phillips and Miss Barnes." Private Lorraine answered absentmindedly. She finally looked up to acknowledge him and did a double take, "Of course you're welcome to wait." She finished folding up the paper.

Steve nodded and gestured to the side table where he chose to lean, anticipating his appointment with Stark and Lucy.

"I uh," she held up the tabloid, spinning around to face him, "read about what you did."

"Oh, well… yeah…" Steve stuttered humbly, "Well that's, you know. Just doing what needed to be done."

"Sounded like more than that." Loraine regarded Steve predatorily, "You saved nearly 400 men."

Steve cleared his throat not sure how to respond, "Really… It's not a big deal." Hearing praise coming from somebody other than Lucy or Bucky caught him off-guard.

"Tell that to their wives." She stalked forward leisurely.

"Uh…I…I don't think they were all married." He crossed his arms, uncomfortable with the space rapidly deteriorating between them.

She was directly in front of her now, "You're a hero." She continued.

He scratched his forehead not meeting her eyes, "Well that, you know… that depends on your definition really."

Lorraine reached out and gripped his tie, "The women of America." She purred sensually, "They owe you their thanks." She looked around and tugged him behind the bookshelves, "And uh… seeing as they're not here…"

Steve followed her panicking and not sure what to do. He leaned his head back far away from her, trying to evade her searching lips. Then as they were about to make contact a commanding voice from behind them made their presence known.

"Captain!" ordered Peggy's disgusted tone.

Steve whipped around stepping far away from the Private. There stood Peggy, her hands on her hips, on the verge of a full-blown tirade. Next to her stood the only person whose temper, when roused, could rival Agent Carter's.

There stood Lucy, her face an alarming mask of indifference. "We're ready for you now, if you're not otherwise occupied." She said monotonously before swiftly walking toward the laboratory.

Running after the two furious women Steve pleaded, "Agent Carter, Lucy, wait…"

"Looks like finding the right partner wasn't that hard after all." Peggy snapped unable to even look at him after what she caught him about to do.

"Peggy, that's not what you thought it was." Steve continued worriedly glancing at Lucy's ridged back in front of him.

She snapped right back, "I don't think anything, Captain. Not one thing."

"You always wanted to be a soldier," Lucy added, "and now you are, just like all the rest of them." She spared him one cold glance over her shoulder.

Steve's stomach turned to stone inside him, she knew that wasn't true but it hurt all the same and he countered, "Well, what about you and Stark?" this caused Lucy to freeze in her tracks, "How do I know you two haven't been fondue-ing?"

Lucy blinked at him and continued on her way.

Peggy gave him an exasperated look and shook her head, "You still don't know a bloody thing about women."


	20. Vibranium

Lucy was ecstatic. She had just concluded a successful meeting with Howard and the Colonel. There she informed them the formula for the super soldier serum was decrypted and ready for testing. Phillips had actually cracked a grin at the news; likewise, Howard let out a great whoop and clapped her on the back. The Colonel had sent her off to begin developing the serum, but she decided to follow Peggy and greet Steve before releasing him to Howard.

"Are you ready to go see your sweetie?" Peggy teased as they walked down the hall.

Lucy blushed as they rounded the corner, "Don't be silly Peg, he hasn't asked me to be his girl…" she trailed off at the sight in front of her. Her face drained of color and became slightly tinged with green. She tightened her grip on the clipboard, almost snapping the poor thing in half. A giant weight landed on her chest, pressing all of the air out of her lungs and yet it all was caught in her throat as it closed. Time seemed to slow down as she watched the Private reach around Steve's neck. Every other noise became twice as loud as a buzzing rang in her ear. All the happiness within her was blown away. Nothing was left, she felt empty. Then everything was silent when Peggy leaned around Lucy to see what she was staring at.

Peggy's face hardened instantly. Her eyebrows furrowed and her hands came to rest on her hips as she regarded the scene. Lucy was lost for words but Peggy had quite a few to say to the couple at hand.

"Captain." She bit out before the events could unfold further, preventing the kiss.

Lucy felt dizzy. She had to leave she couldn't look at him. What she wouldn't give for a glass of that schnapps right now. "We're ready for you now.," she droned, trying to contain all of her emotions. "If you're not otherwise occupied." She couldn't help but add that on in spite of herself. Then without meeting his guilty face, she spun around and marched toward the lab.

"Agent Carter, Lucy, wait…."

She could hear Peggy scolding him behind her, "Looks like finding the right partner wasn't that hard after all."

"Peggy, that's not what you thought it was." He sounded so apologetic she wanted to believe him.

"I don't think anything, Captain. Not one thing."

Lucy couldn't handle it. She wanted him to feel what she was feeling. So she said something she knew to be entirely untrue, but hurtful nonetheless, "You always wanted to be a soldier, and now you are." She turned to stare at him right in the eyes to witness his pain, "Just like all the rest of them." She could see his heartbreaking in his eyes, and it made her feel worse, so she spun around again.

"Well what about you and Stark?" Steve snapped back at her causing her to pause. "How do I know you two haven't been fondue-ing?" Rolling her eyes in exasperation Lucy gave a slight huff and continued on her way leaving the other two behind.

-permafrost-

When she reached the lab Howard called out to her, "Hey doll! Come over here, I want your opinion on this shield." He held up a few electrical units for her examination. The shield concept had been her idea. Howard had designed a few snazzy prototypes for their pitch but she was still partial to the simpler ones, she had an inking Steve would be as well. But right now she didn't want to look at anything that was related to _him_.

Breezing by Stark she spoke between her teeth, "Not now, Howard. I'll be in my office. Don't tell anyone where I am unless it is above a level 7 emergency." And without a backward glance she disappeared around the corner.

Howard looked around confused and called after her retreating form, "Are we talking _our_ levels of emergency?" receiving no answer he shrugged and went to go find his next appointment.

-permafrost-

Shaking his head Howard tried not to laugh at the clueless Captain. _At least I know why Lucy was acting so strange this morning_, he thought to himself. "Fondue is just cheese and bread, my friend." He explained, "Lucy and I have never been anything more than _just_ friends. She's like a little sister to me."

"Really?" Steve had the common sense to look abashed, "I…I didn't think…"

"Nor should you, pal." Howard cut him off as they walked through the lab. At the moment all of the assistants were occupied, tinkering with something or other as Lucy had sent them off to leave her in peace. "The moment you think you know what's going on in a woman's head is the moment your goose is well and truly cooked. That's why I have our Lucy. She keeps me grounded when I get lost chasing skirts. Deflates my ego when need be." He paused fiddling with a few pieces of equipment, "I try to concentrate on work, which at the moment is about making sure you and your men do not get killed." Turning to show Steve a piece of fabric he continued, "Carbon polymer. Should withstand your average German bayonet. Although Hydra's not going to attack you with a pocket knife." Moving down the table he tapped Steve's old prop shield, "Lucy tells me you're kind of attached."

Steve sighed, she wasn't wrong, "It's handier than you might think." He defended.

Howard considered the soldier, "We took the liberty of coming up with some options. This one's fun, its mine." He gestured to a shield that he was particularly fond of, "She's been fitted with electrical relays that allow you to…"

Something caught Steve's eye, "What about this one?" he cut off the scientist bending down to inspect another shield hidden under the table.

"No, no, no that's Lucy's, it's just a prototype." Howard waved his hand, trying to get Steve to leave the shield alone. Lucy would kill him if anything happened to her precious metal. Besides, he'd be in for another round of 'I told you so' if the Captain chose her shield over any of his. Seeing that Steve wasn't about to let the subject go Stark answered, "Vibranium. Its stronger than steel and a third the weight. Its completely vibration absorbent."

Admiring the perfectly crafted metal circle Steve wondered, "How come its not standard issue?"

"That's the rarest metal on Earth." Howard replied, "What you're holding there, that's all we've got. Lucy just about squealed my ear off when we finally dug it up."

"Are you quite finished, Mr. Stark?" came the uninterested tone of Peggy Carter. She had just come from Lucy's office. The girl had locked herself in her office with her chemistry set and barred the door with a chair. After being ignored for a good half hour Margaret Carter was not in a good mood. "I'm sure the Captain has some unfinished business." She snapped as she approached the two men.

Not noticing her mood Steve moved to show her the shield. "What do you think?" he asked waiting for her approval.

Witnessing Steve's happy smile Peggy thought back to Lucy's dead look. With that, her eyes flashed and she grabbed the nearest handgun conveniently sitting on the table next to her. Howard dived behind a table to escape her wrath. Steve barely raised his shield in time to intercept the shots. **Bam Bam Bam Bam** She fired four rounds directly at him. The used bullets landed at his feet, their trajectory absorbed by the metal. In the ringing aftermath, Peggy sighed and everyone slowly peeked out of his or her hiding places.

Feeling better she regarded him coolly, "Yes, I think it works." Placing the gun back in its spot, she stalked past him and went to try her luck at consoling Lucy, again.

After Peggy had left the scene, Howard stood up to stand next to Steve. Both of them staring after the Agent with similar expressions of shock, awe, and horror.

"I had some ideas about the uniform." Steve handed Stark a folded paper with sketches he'd drawn on them.

"Whatever you want, pal." Howard replied glancing down at the pictures. "I'll have some of the assistants get your measurements. You can come in tomorrow for a fitting."

-permafrost-

Message to Hydra: Erskine's assistant has formula for serum.

Message to Operative: Destroy evidence. Bring her to us. Alive.


	21. Molotov

It rained the next day. A glorious gloom spread over the sprawling city. The grey overcast skies harmonized well with Lucy's sour mood. Emptiness is not what she typically felt when storm clouds blew in. Usually, the rain revitalized her and happiness seeped from every pore. Cold winds swept away the dust and debris built up from existence in general. Everything was washed clean, and in the wake of the tempest a blank canvas was left for the populaces to paint their day-to-day lives across the world, swirling and mixing colors of every shade and tint.

But not today, today she faced the gale with a grim defiance. Today the storm did not bring her pleasure. Instead, it brought to her a meeting with a face she had been avoiding for the past 24 hours. It was time to get over her petty resentment. She knew he didn't kiss the Private. She also knew that she had no right to be truly cross with him, they were not going steady after all. Lucy sighed, but that did not mean she wasn't still livid. In spite of that, she would hear him out today. It was exhausting to remain angry with someone you loved; however, she wouldn't let him go scot-free.

Lucy strode into the laboratory. This one was designed for weapons testing. Various gun models were laid out on the tables along with an assortment of chemicals and beakers. Weapons that could fire with longer ranges and more accuracy than any other in the world could be found here. Poisoned darts, bows and arrows, grenades of all shapes and sizes, long and short range automatics, communicators, anything you could think of Howard and Lucy went above and beyond. Besides arms, their repertoire also included designing and manufacturing material, specifically, highly protective fabric. Unfortunately, these cost too much to be available for the entire army and Lucy bemoaned the lives that could be saved if they had enough funds.

But for Captain America, Lucy would spare no expense. When Steve left the day before, Howard informed her the Captain had chosen the vibranium. Inwardly she smiled; smug she had guessed his tastes correctly. Howard, after rolling his eyes at her and settling their bet, showed her the rough uniform designs. Though preliminary, the sketches were beautiful. She had forgotten how much of an artist Steve was. Now it was her turn to take a concept and bring it to life. The first layer would be bulletproof duralumin armor. She chose it because it was lightweight and comfortable, perfect for intense movement. On top of that would be a fire-retardant material in the colors of the American flag, matching the simplistic design she drew up for his shield.

Lucy helped cut a rough outline last night and sent it off to be sewn together. This morning was the fitting, which she decided to skip. Now it was midafternoon and Lucy had come to join Howard, Bucky, and Steve for the final alterations. James was just here to play with a few of the guns while Steve tried on the uniform after it had been adjusted.

Steve had been awfully quiet yesterday after he came back from his morning meeting, and Bucky, for the life of him, couldn't figure out why. "Cici!" he greeted his sister when the clicking of heels announced her arrival.

Lucy in turn gave him a slight nod of acknowledgement. Her face seemed a bit drawn, her lips were set in a thin line and her eyes were hard. She approached them with a stiffness that was very unlike her. This just confused Bucky more, did something happen he didn't know about?

Howard just continued on directing the red headed lady to take in the leg width. He was too engrossed in his work with the tailor to take much notice of anything else.

On the other hand, as soon as Bucky had said her name, Steve's face snapped up so fast she thought he might have strained his neck. "Hey." He smiled shyly at her.

Lucy ignored his salutation strolled around him, observing the uniform. Or at least, she pretended too. The clothes fit his well. Strong broad shoulders tapered down to a narrow abdomen. The bold colors accentuated his new robust physique. It was a little plain, but his boots and gloves would come after, along with the belt and gun holster she had made for him. Her heart fluttered a little in her chest, he looked so very handsome.

And it seemed like the girl who was pinning the ends of his trousers thought so too. Lucy's eyes flashed green, "Narrower." she barked out making everyone in the room jump with the suddenness of her order. "The ends need to be narrower, or they won't fit inside the boots."

The girl nodded in agreement and continued to pin the slacks.

Bucky who had been eyeing the pretty tailor decided to strike up a conversation. "So…" he drawled, "Do you work in the SSR?"

"No." she replied, not even sparing him a glance. "I work in the tailor shop across the street from the bar."

"Hmm." Bucky tried to gain her interest, "Maybe we could go there sometime? You could show me what's good?"

The girl just stared dreamily up at Steve, "Sorry," she told Bucky, "I already have someone whose caught my attention." Then standing up and collecting her things she tried to catch Steve's eye. Steve in turn was caught up trying to do the same with Lucy. Failing, the girl sighed and turned to speak with Howard. "I've finished here, send it by today and we'll do the final modifications it tonight."

Howard thanked her and sent her on her way. Lucy just nodded curtly at the girl.

"I'm invisible." Bucky huffed in disbelief when the tailor had disappeared. "I'm turning into you!" he accused pointing at Steve, "This is a horrible dream." He finished rubbing his temples.

"Don't take it so hard." Steve replied clapping his friend on the back. "Maybe she's got a friend."

"I wouldn't count on that." Lucy alleged from a few feet away, gathering items from a table. " I hear most of the women in London are infatuated with their new hero, Captain America." She walked over to Steve and roughly shoved his new boots and gloves into his arms to try on. "Isn't that nice? Hmm? Dames everywhere, falling at your feet, what ever will you do." She crossed her arms and stared him down.

Steve opened his mouth to speak however Bucky spoke first. "What do you mean?" he inquired after his sister, "What dames?"

"Oh Steve didn't tell you?" she replied in a fake girlish squeal, "I interrupted his little moment yesterday. He was about to receive a little smooch from one of our Privates. What was her name again?"

"Lorraine." Steve replied automatically and winced at the helping hand he had just given to the digging of his own grave.

"Ah yes, Lorraine." Lucy hissed out. "You should introduce her to us sometime, she seemed nice."

The room was silent after she finished. Howard was smart enough to keep his trap shut. Bucky, however was not, "Uh, am I missing something here?" he asked confused.

"No." Lucy bit out. "Everything is just peachy." And she spun around mixing a few chemicals in an Erlenmeyer flask.

Steve finished lacing his boots and stood up, trying to diffuse the tension he queried, "How does it look?" earnestly he watched for her reaction.

Lucy finished her concoction and sauntered over to the men, like a lioness on the prowl. Howard's eyes widened slightly as he observed the bottle she held behind her back.

"Has Howard explained why we chose the materials we did for your uniform." She asked sweetly, putting the others on guard at her sudden change of tone.

"Um. It's a type of armor and on top we have a fire resistant material?" Steve responded, a little uneasy.

"Is that a question?" she demanded.

"No? No." he shook his head quickly.

"Have you demonstrated the fabric for them?" she inquired of Howard who was slowly backing away.

Howard laughed weakly as he continued to inch to the side, "I decided to leave that up to you, doll."

"Marvelous." She regarded her prey. "You might want to step off to the side, James." Howard reached over to tug Bucky's arm and towed him to the back of the lab. Lucy held up a flask filled with an unidentifiable liquid that had a strip of cloth hanging out from under the stopper. Pausing she asked the soldier, "Do you know what this is?"

Steve couldn't really belief his eyes, swallowing thickly he answered, "A fire bomb."

Lucy nodded and slowly swirled the fluid around in its bottle, "And do you know how we test to make sure our fire retardant material is actually fire retardant?"

You could cut the tension in that room with a knife. Nobody spoke, nobody breathed. Then Lucy's gaze snapped to Steve's widened eyes, and she answered her own question, "We throw fire at it!"

In a blink of an eye Lucy had lit the tail end of the cloth and flung the Molotov cocktail with alarming accuracy right at Steve's chest. Howard and Bucky let out twin cries of terror and ducked beneath a few tables. The glass shattered instantly. Upon impact with the armor it burst into a brilliant show of flames that spread quickly across his body. Then in the next instant, the fire was gone.

To Steve's credit, he didn't shy away. The only move he made to protect himself was to cover his face. In all honesty, so good was the uniform, that he had barely felt the bomb. The flask breaking was like a gentle tap. The fire was like a faintly warm tickling sensation that disappeared almost as soon as it had started.

Lucy nodded in approval of her work. Then eyeing Howard and Bucky who were peeking out of their hiding spots in fear she shrugged and commented nonchalantly, "At least we know it works." Then, gathering her things she spoke to the room at large, "If any of you need me I'll be in my office." And with that, she exited the room.

"You sure know how to pick 'em." Bucky remarked to his friend as he and Howard slowly stood up from the floor.

Steve glared back in disbelief, "She's your sister!"

Bucky shrugged, "Whatever you did, go grovel. She's gotten all her anger out."

Steve sighed, his shoulders slumping. Steeling himself, he dusted off the remaining evidence of the impromptu experiment and went to right his wrongs.

"Oh and hey!" Bucky called causing Steve to look back around. "If you do whatever you did again, you and I'll be having some words, Captain America or not."

"I wouldn't expect anything less, Buck." Steve said.

"Same with me." Howard spoke up, "I've got a few toys Lucy has banned me from using." He paused and continued menacingly, "I'm sure her morals would be looser if angered, again."


	22. The Compass

After changing back into his regular day to day uniform, Steve set off in search of Lucy. Amends between the two were long past due. The lady in question was currently lounging in her office. In one hand she held a partially full glass of schnapps, which she was slowing churning back and forth, savoring the aroma more than she was enjoying the drink. In the other she held a compass. It was a standard issue compass; there was nothing too unique about it. The only difference it had to other compasses were the words engraved on the back. It read 'To Steve. Love, Lucy.' she had had it engraved as a present when she heard he was finally going out into the field. She had hoped it would prove to be something useful to remember her by. Rubbing her finger across the letters she wondered, not for the first time, if it was something too forward to give him.

**Knock, Knock Knock.** Came a rap from the open office door behind her, breaking Lucy out of her reverie. There was no need to turn around, she knew who it would be.

"May I come in?" floated the polite voice of Steve.

She waved the arm holding the alcohol in a sign of acknowledgement.

Lucy had a tiny office. There was only enough room for a desk, a bookshelf, and a chair. The cramped quarters suited her just fine; most of her work took place in the spacious lab anyway. This was the first time Steve had found himself in this room. Usually his time at the SSR was spent in the war room where he helped plan future missions on large maps that sprawled wall to wall. He took note of her position, slumped in the only chair in the room. Her face was indifferent to the happenings around her. The ever-present weight that had been pressing on his chest since seeing her the day before doubled in size. It hurt to see her so unlike herself. Gone was the lively smile and witty banter that he missed so much. She wouldn't even look at him. So he knelt down beside her chair and took the hand not holding the glass into his own.

As he opened his mouth to speak she beat him to the punch, "I'm sorry." She said, finally meeting his eyes.

"What?" Steve furrowed his brows, "You can't be sorry for something you didn't do. I'm the one that's sorry." And he leaned in closer, "I'm sorry I panicked. I'm sorry I don't know how to talk with dames. I'm sorry I almost let her kiss me. I didn't want to kiss her." And he gently touched her cheek, "You know that, don't you?"

She nodded under his hand, "I'm sorry I got angry, I had no right to be. I don't own you. You're free to do what ever you want." And she looked away unable to meet his gaze any longer. It hurt too much to imagine Steve with other women, taller, prettier women, girls who were more worthy of his attention. Steve chuckled causing her to snap back to him, this wasn't a laughing mater. She glared, willing him to stop.

"For a genius you are really very silly aren't you?" he guffawed. Squeezing her fingers he continued sincerely, "Haven't I made myself clear?" he shook his head, "I guess not, I never really said it aloud." He cleared his throat and waited for her to stop glaring, "Lucille Bares, you do own me. Heart and soul, you own me. I've never wanted anyone else. I haven't looked at anyone else in a very long time. I've been waiting for you, darling. Hoping one day you'd notice me. And I vowed, if that day ever came, however unlikely it maybe, I'd never let you go." He lifted her hand, still clasped around the compass, to his lips and gave it a soft peck.

Lucy blinked, slowly turned to set down her cup and looked at him. His face was pleading with her to forgive him. Then, without her deciding anything, she found her arms to move on their own and suddenly be around his neck, pulling him in for a kiss.

For someone who stuttered and stammered around women, Steve was not timid in his affections. Lucy's arms settled around his shoulders. Her fingers buried themselves in the delicate hairs on the nape of his neck. She pulled him closer to her, pressing their chests up to each other. Steve's arms in turn wrapped around her back, solid and steady.

This kiss was different from their last. The night at the bar, it had been soft and tentative. Testing the waters, not wanting to offend the other. It had been full of sweet joy and elation at the discovery the other felt the same. It was short and memorable, full of promises that more was to come. This one was hard and unyielding. Packed with the lingering anger and confusion they had felt for the other. But it was also sprinkled with relief. Their relationship was intact and that fact spread through the both of them like wildfire, starting at their joined lips and racing through the rest of their bodies. It left behind a warm pilot light taking permanent residence deep within their chests that refused to be put out.

After what felt like days, Lucy's fingers released the soft strands of Steve's hair, allowing them to breathe in some much needed air. Gasping, they rested their foreheads against one another. When she regained had her breath, Lucy lowly, "I've always been yours."

Steve's face cracked in a triumphant grin. His happiness filled his chest almost to bursting. He couldn't look away from her exquisite face, drinking in the details of this spectacular moment. He kissed her again.

Her lips were so soft against his; it was a feeling he was quickly committing to memory. His fingers snaked in among the luxurious strands of her hair, massaging her skull as she did the same to him. Running his hand down the length of her hair, he accidently tugged on a few of the tangles. In response Lucy let out a slight moan into his mouth and he knew he had to pull away before they went too far.

As they released each other Lucy cleared her throat abashedly. Looking around the room for a distraction her eyes settled on the compass she had discarded on her lap in her haste to embrace Steve.

"I got something for you." She announced picking up the small device.

Willing the blush to leave his face Steve murmured, "You didn't have to get me anything."

"It's nothing fancy." She reassured taking his hand and placing the compass inside of it. "Something to help you on your missions, and something to remember me by."

Steve studied the compass, she was right. It was a simple design; even so, his smile grew brighter when he saw the inscription on the back. "It's wonderful, thank you." He proclaimed brushing her cheek with his mouth. Then looking back at the gadget he flipped open the top. The top part was perfect to stick a picture inside. He glanced around the office, "Have you got any pictures of you I can have?"

Lucy stood confused and went over to her desk. Pulling open a drawer she took out a small box. From its depths she plucked out a photo. "I have just the one." She handed a copy of her SSR picture to him.

"That's perfect." He praised. Cutting out the shape to fit inside the compass he secured the paper and showed her the final product. "Now you'll always be with me."

Studying the mechanism, Lucy felt affection swell inside of her at his thoughtfulness. Moving closer she hugged him leaning her head against his chest. "Be careful out there. I won't be there to save you."

He tightened his grip on her shoulder, "As long as you watch yourself around here. You never know who could be Hydra."


	23. The 107th

The sun broke across the horizon, trickling down the sides of buildings like a freshly cracked egg. Today the city had been given a respite from the rain. Clouds retreated to the edges of the heavens allowing the warmth to take away some of the moisture.

Down below the luminous metropolitan, deep beneath the feet of ordinary civilians, Lucy was about to meet Steve's elite team from the 107th. She had never properly been introduced to any of the soldiers; she only knew little details from what Steve had told her about them. Like how Dum Dum Dugan always had on a dusty black bowler hat, or how Jim Morita was Japanese-American and got touchy if you implied he wasn't from America, how Monty Falsworth always wore a crimson beret, and how Jacques Dernier was French. There were a million other details he had told her, but she couldn't remember them at this exact moment.

Howard and Lucy were currently setting up an impressive display of firearms for the unit to take on their first upcoming mission. From down the hall, Peggy's distinct footsteps notified the two scientists of the group's arrival. Agent Carter rounded the corner leading Steve and Bucky who were followed by the other eight men.

Stopping in front of the two inventors, Peggy made the introductions, "This is Howard Stark of Stark Industries and this is Lucy Barnes, lead weapons developer of the S.S.R. they work together to provide our forces with top of the line firearms."

Bucky stepped forward and slung his arm around Lucy, "Hey there Cici. How's it going?" he gave the top of her head a quick kiss.

"Barnes?" questioned Dum Dum from beside Steve. He had tipped his bowler hat in acknowledgement of the lady, but was now scratching his ginger mustache in confusion; "I didn't know you were married." he nodded at Bucky.

"No, no." Lucy laughed, shaking her head. "I'm his sister."

"In that case." Gabe Jones slid forward and took her hand, bending down to lightly brush his mouth across her knuckles, "Bonjour Madame." He greeted with a slight bow.

From behind, 'Frenchie' Jacques Dernier burst out laughing at his friend and started making fun of him, "_(in French) _You fool! Ha ha! Do you not know who she is?"

Jones looked around in puzzlement.

"You might not want to do that." Added Bucky grinning, then walking over to Steve; "You wouldn't want to anger the Captain before our first mission would you?" he clapped Steve's stiff form on the back.

Steve in turn gave a faint smile still looking at their joined hands.

"My apologies." Gabe quickly let go of her fingers, "I was unaware."

Jim Morita guffawed from the side of the group, "I didn't know the Captain had himself a girl."

"You better watch yourself, boys." Peggy interjected, "Lucy here, doesn't just design guns, she can fire them too. What do you say, Lu?" she walked over to the guns and picked up a few, "How about we show these '_experienced'_ soldiers how its done?"

Taking a pistol from her friend, Lucy replied, "With pleasure."

-permafrost-

After a rousing shoot off in the gun range where Peggy beat Lucy by just a hair, group retired back to the lab. Now it was time for Lucy and Howard to show of their toys.

"Here we've got a Colt M1917 Revolver." Howard pointed.

"I like this one." Dum Dum picked it up.

Moving on Lucy continued, "This one is a M3A1 also known as the 'Grease Gun'."

"Reminds me of my dad." Jim inspected the weapon, "He was a mechanic." He clarified, "Looks like a mechanic's grease gun."

"Right you are." Howard agreed, "I think a lot of you will like these ones." He moved down to the imposing submachine guns, "Browning M1919A4, Sten Mkll SMG, Webley Mk Vls. Top of the line arms."

Lucy spoke up, "Still, we've taken the liberty of adjusting the barrels for increased accuracy. We did the same for your standard issue M1928A1 Thompsons."

Jim, Gabe, and Frenchie all crowed about the artilleries, giggling like schoolgirls.

"Got anything a little more old school?" asked Dum Dum.

Howard looked at Lucy, both considering their options. "I know." Howard strolled over to the wall, "Here, Winchester 1897 shotgun. A personal favorite of mine, sure packs a punch."

"Now that's what I'm talking about." Dum Dum tested the weight in his hands.

"Got anything for me sis?" Bucky asked still looking at the submachine guns.

Lucy smirked, from under the table she pulled out one of her own creations, "This here is one of my snipers. It doesn't have a name, I haven't gotten around to that yet."

"She's a beauty." James replied with a smile, "Thanks Cici."

"Oh and we've made you these." Lucy brought over a box, "This is an assortment of specially made grenades. We've got fragmentation, illuminating, chemical, offensive, and nonlethal." Looking up at the men who were still of awe of the weapons she finished, "Is there be anything else you'll be needing?" she smiled politely at their bemused faces.

"Yeah." Junior Juniper, the youngest of the 107th shook his head still staring at the explosives, "Remind me to never get on your bad side."

-permafrost-

"Be careful." Lucy reminded him for the hundredth time as she adjusted the strap on his shoulder that holstered his shield.

Steve grinned, touched by her concern, "I'll be fine. I'm a super soldier now remember?" then looking around to make sure no one was paying them any attention, he leaned down for swift yet passionate kiss. "We'll be back before you know it." He continued brushing the strands of long coffee hair behind her ear. "You won't even notice us gone. You'll be too busy developing that formula."

Lucy smiled, "Write me. I want to make sure the guns are working ok."

"Are guns the only things you want to make sure are ok?" he smirked at her.

Pretending to consider the question she added, "And James. I need to make sure he's behaving himself."

"You don't want to know how I'm doing?" Steve acted hurt, "Do I mean so little to you?"

She finally let out a laugh, the weight in her stomached lightening. "I guess. I need to have up-to-date data on the working serum don't I?"

With one last hug and kiss on the top of her head Steve stepped away. "Don't worry." He reassured her, "I'm Captain America."

Lucy shook her head in amusement, "See ya later soldier, and bring back my guns in good shape or I'll be forced to come after you."

As she witnessed the 107th strike team pack up and ship out, she couldn't shake the curious feeling of being watched.

-permafrost-

Dear Lucy,

The machine guns are a big hit with the guys. The accuracy is incredible. I might make one request though; I may need a smaller vehicle than a truck around here…

Dear Steve,

I'm glad they like the weapons Howard will be pleased. Also funny you should mention that, a smallish box should be headed your way soon…

Dear Lucy,

A motorcycle? You shouldn't have…

Dear Steve,

Please, I know you've always wanted one…

Dear Lucy,

I don't think I've ever properly thanked you for the shield. It is very useful out here. And Frenchie would like to thank you for the bombs. I think he maybe having too much fun with them…

Dear Steve,

We watched one of your films today. Peggy kept nudging me, I see you actually use that compass I gave you…

Dear Lucy,

Of course I use it, and I think of you every time. Also Bucky would like to thank you for the sniper rifle, he's getting pretty good with it…

Dear Lucy,

Monty and I would like to thank you for the impressive amount of grenades. He's fashioned a belt so he can carry them around with him at all times…

Dear Lucy,

I hope you're still getting my letters…

Love, Steve

-permafrost-

"You are failing!" screamed the furious voice of Schmidt. "We are close to an offensive that will shake the planet, yet we are continually delayed because you cannot outwit a simpleton with a shield!"

Doctor Zola flinched, "This is hardly my area of expertise. I…I merely developed the weapons. I cannot fire them."

"Finish you mission, Doctor, before the American finishes his." Schmidt growled out. Then to a masked soldier he commanded, "Tell our operative it is high time we had that girl. She is getting too close to the formula. We don't need to give the Allies another weapon."


	24. Sugar

"Captain!"

Steve looked up at the sound of his title. He and his men were celebrating another successful mission when Jim Morita, the communication officer of the group, spoke up.

"Urgent message from the S.S.R." Morita continued.

Steve felt the hairs on the back of his neck stand upright. He knew something had been off the past few days. "What did they say?" he choked.

Jim's face was grim as he silently handed over a scrap of paper he had written the message on.

**Hydra took Lucy. –Peg**

-permafrost-

The plane rattled in the stormy night, rousing Lucy from her chemically induced slumber. She blinked trying to establish her surroundings. Her back was cold, she was lying half on her side with her face turned toward the floor. Her wrists were bound behind her back, restricting her movement. She recognized the aircraft. It was one of the ones from the S.S.R. She blinked again. Her head was fiercely pounding inside her skull as she tried to regain control over her senses. The airplane shook again and a box rammed into her side causing her to let out a slight hiss.

"I was beginning to wonder if you'd ever wake up." Belittled a lyrical voice from the pilot's seat.

Lucy slowly pushed herself into a seated position. There was no point in trying to feign sleep now.

The voice continued, "I thought I might have killed you back there. Supposed I might have given you too much of that sleeping draught."

Squinting through the dim lighting Lucy tried to make out the face of her captor. The voice was feminine and it sounded so very familiar, but she couldn't remember where she heard it. "I'm tougher than I look." She croaked, in attempt to keep her abductor talking.

"Yes, you are. Good thing too, I was supposed to bring you back alive." The woman turned her face slightly. The lighting chose that exact moment to illuminate her face.

Lucy gasped and a horrible memory flashed before her eyes.

_The women of America, they owe you their thanks. And uh… seeing, as they're not here…_

"You." She hissed out.

Lorraine chortled turning back to the controls, "Who else would it be, darling?"

Lucy grit her teeth in anger, "Where are you taking me?"

"Don't ask questions you already know the answers to, dear." Lorraine criticized, "Its unbecoming of clever women like us. Come now, try again."

"Fine then." Lucy countered, "Why do they need me alive."

"I'm sure you can work that out on your own, sweetie."

Lucy fumed from her position still partially slumped across the floor. "What did you do after you drugged me, and how did you accomplish that."

"There's a good girl." The former private praised, "I dosed your sugar. You have a special container of sugar cubes in your office that you put in your afternoon coffee. The medication is bitter, so when you tasted it you added more 'sugar'. Worked like a charm. Brilliant. Don t you agree, angel?"

"And how did you manage to get me out of the building?" Lucy argued, she couldn't help but admit the German spy was cunning.

"Easy." Lorraine boasted, "I set fire to the lab. Told a few assistants you slipped and knocked yourself out. They helped me carry you through the doors." She paused and regarded Lucy's stationary form, "I'm offended at the lack of security in your military. It was too simple."

Lucy sighed, "You and me both." She settled back against the wall. She might as well get as much sleep as she could. Goodness knows Hydra might want her alive, but that didn't mean she would be comfortable from this point on. Just before she drifted off back to the land of dreams, the drugs were still working their magic; she lamented the contamination of her favorite brand of sweetener.

-permafrost-

Meanwhile in London…

"Twice." Colonel Phillips roared as he stomped through the hallways. "Twice this has happened. As in, this is the second time a Nazi spy has infiltrated our ranks and taken out our lead scientist on the serum project. We're back to square one people, look alive." Then turning to Peggy who was following him, he commanded her in a softer tone, "Get a message to Rogers. I'm sure he'd want to be notified."

Peggy nodded and raced to find Howard.

She found him in the partially ruined lab, going over what the fire had destroyed.

"Agent Carter," he greeted, "Look." Howard pointed to the blackened walls where chemicals had blown up and glass had shattered. "Notice how the only places the fire touched were Lucy's? Also a few notebooks of Erskine's are missing. Someone, somewhere, doesn't want us to finish the super soldier serum."

Peggy's eyes widened as she observed the damage. "She might be alive then, if they're using her for her knowledge."

"Looks like it." Howard concurred.

Remembering why she came in Peggy announced, "We need to tell the Captain."

Howard gestured toward the corner, "Machine is right over there. Help yourself."

-permafrost-

"What is it?" Bucky questioned, standing to read over his friend's shoulder.

The rest of the men went silent as they watched their leader and his second. Their expressions drained of color going stark white. The flickering firelight danced across their faces causing their appearances to resemble incandescent skulls.

"I…I don't understand." Muttered Bucky.

Steve couldn't say anything, his throat had swollen shut and his eyes blinked rapidly. His mind couldn't comprehend what the message was saying. The neurons were firing but his brain refused to believe what they were telling him.

Bucky started to pace back and forth, "We're here, in the field, fighting to protect our side. Yet, right in our headquarters, under our very noses, the place that's supposed to be the safest in the world my sister gets abducted?!" he ran his fingers roughly through his hair.

Steve sat down. His knees gave out from under him. He stared unseeingly into the fire as Bucky continued to rant.

"What are we going to do now?" Bucky rounded on him.

"Nothing." Steve replied in a dead voice.

Bucky looked about ready to punch him.

Steve continued, "There's nothing we can do. We sit, and we wait, and we try and find out where they took her." He reached into his pocked and pulled out his trusty compass. Flipping it open he stared down longingly at her picture.


	25. Of Ice and Butterflies

New Mission: Find Zola

-SSR

-permafrost-

Even in his new body, Steve was perpetually exhausted nowadays. It probably had something to do with being completely emotionally compromised; but he powered through. Bucky needed him to be the levelheaded leader in their continued search for the secret Hydra base, where undoubtedly Lucy was hidden. And Lucy didn't need him to worry more than he already was, it would get them all into trouble.

-permafrost-

Lucy woke up again as she felt the aircraft slowly taxi to a stop. She couldn't see much out of the windows. Everything was dark. A few faint spots of luminesce sporadically placed along the ceiling were the only sources of light. The walls almost looked like they carved from a mountainside. It was cold here, but that was to be expected. They were probably entering a Hydra base somewhere deep in Germany, where it was the middle of winter.

The plane shuttered to a stop. A faint clicking came from the front of the airplane and Lorraine stood up, taking off her headgear.

"This is our stop, princess." She said, fluffing up her golden hair. "Let's go." And she swung open the door leading out to the chilly operations base.

Lorraine led her through a labyrinth to get to their final destination. After the first handful of twists and turns, Lucy gave up trying to remember the way out. A part of her brain was telling her that Lorraine was just trying to confuse her by doubling back and going a longer route; nevertheless, that did nothing to help her memory. Every hallway was identical to the next, the doors and walls the same shade of grey. There were no markings, no labels telling her what was in each room. There also weren't any people or soldiers around. The base resembled an abandoned anthill. The desolation scared her even more. Why would they want her here?

They kept going deeper. Lucy lost count of the number of staircases they descended. When finally they came to a set of industrial strength double doors. On either side stood a masked guard. Each one carried a glowing blue Hydra weapons. They stared soullessly back at her as the two women passed. The tight feeling inside her chest twisted as the guards swung open the doors. It was like a hand jabbing a dull knife repeatedly into her stomach and twisting around the contents, sloppily like a two year old learning to draw. The sense of foreboding increased exponentially as the door revealed what was inside the room.

"Ah. Miss Barnes is it?" rumbled Red Skull. "I thought it was about time we finally meet."

Lorraine led Lucy inside, "This is where I leave you, sweetheart. Don't worry, I'll make sure our dear Captain won't be missing you." And with one last cackle, the door slammed shut behind her retreating back.

"Talented isn't she?" Schmidt taunted, "There's no need to worry about your dear Captain, Miss Barnes, at least not from the likes of her. We borrowed '_Lorraine'_ from Madame B and there, she will return."

Somehow that didn't make Lucy feel any better. "Why am I alive." She spat, tired of the game of cat and mouse.

"Now that is a curious question." Red Skull began to pace in front of her. "It would have been simpler to kill you. We cannot allow the allies to have any more help after all. However, Doctor Zola requested you be kept alive. We cannot waste the few droplets of human genius we have left on this planet." He paused, "From now on, you will be assisting him with our weapons development and continuing your work on the super soldier serum." He stalked up to Lucy, towering over her with his impressive height, "Do not get any ideas. We will be testing the finished formula on you. You wouldn't want anything bad to happen to yourself, now, would you?" he nodded his head at her defeated expression, "I'll will leave you with Zola. Do not disappoint me Miss Barnes, we are always maintaining an eye on your Captain." With that he turned on his heel and marched from the room.

From the shadows in the corners of the room Doctor Zola emerged. "Come Miss Barnes." He called softly with a weak smile, "We have lots of work to do."

-permafrost-

The tour Zola gave her of the weapons development lab was impressive. The technology he was creating in a dark cave was beyond anything she had ever seen. Harnessing that energy was incredible. Zola told her how he begged Schmidt to save her life. He needed help from someone who could understand the complexities of the energy and someone to help him with the formula. It wasn't everyday one stumbled across people of intellect. Destroying someone with such caliber and potential was a sin.

The lab Zola had given her was beyond anything she had imagined. There were walls and walls of chemicals and ingredients she had never even seen due to their rarity. He also had her draw up the plans for the vita ray contraption. She had worried about the power supply, but he reassured her the mysterious blue energy had more than enough capability of handling the amount needed. Sometimes Lucy forgot she was actually here as a prisoner of war. She and Zola worked so well together, a mutual respect had bonded them over their fight to pursue knowledge.

It was strange to see the other side of the fight. Zola although he had questionable morals, was not a cruel man. He treated her with kindness and respect, often times allowing her to take over in her area of expertise. She could see how infatuated he was with his work. The possibilities he was creating with the blue energy were endless. But in the end, there was only a finite amount of times she could test a formula she knew to be perfect.

-permafrost-

"Miss Barnes." Doctor Zola called to her. He was holding a small jar in his hands.

Lucy looked up from her notes and greeted from her desk. "Doctor Zola."

"I have got something to show you." He lifted the small container in his hands to the light. In it was revealed to be a beautiful iridescent butterfly.

Lucy studied it in awe. Its wings opened as it tried to sun itself in the artificial light of the lab.

"Marvelous creatures butterflies." Zola was saying, "Beautiful to look at and much sturdier than they appear. I found a cocoon deep in the snow and I induced the adult stage. You've heard of how they survive in the deep winter haven't you?"

"Yes." Lucy breathed still admiring the insect's magnificence, "A type of antifreeze protein they produce. It binds to ice crystal and stops them from growing otherwise it would be fatal. Therefore they can survive in subzero temperatures."

"Very good." Zola smiled impressed with his protégé. "But this is a very special butterfly. I have modified the AFP's structure. Do you know how old it is?"

Lucy's brow furrowed, "I can't imagine it lived longer than a year. That is the longest I have ever heard for a butterfly's lifespan."

Zola's eyes brightened proud of his invention, "Two years this one's been under the snow. I've been raising them for a long time now. They do not mature when frozen, and when leave the ice their age is slowed. Not exactly the super soldier serum but interesting nonetheless."

"Is this for Hydra?" Lucy questioned, "If you have this why do you need the serum."

Zola's excitement slowly vanished, "It is just a little side project of mine." He stared gravely at Lucy, "We do not need the serum. Schmidt just wanted the formula because he likes control." Looking around for any guards, Zola leaned in and whispered, "He intends to kill you after he knows the serum works."

"But that's tomorrow." Lucy choked quietly.

"I didn't want to tell you too soon. " Zola continued seriously, "I have a plan, but we need to do it now."


	26. Every Scientist's Worst Nightmare

"First off, tomorrow I will be going to join Schmidt at one of the other bases. He left this morning with most of the men; this is the only time we will have without him supervising. Most of our other operations have already been destroyed. There are only a few left, they will be my lab there tomorrow. It was my guess, based on the path your Captain has been taking, this fortress will most likely be next, that is why they are evacuated above our heads." Zola was speaking quickly whilst preparing her for the operation.

Lucy's mind spun. All of the information he was giving her was going in one ear and out the other. Steeling herself she replied, "Where does that leave me?" she dreaded the answer.

"I am supposed to dispose of you." He answered sincerely. "But I cannot do that. A mind like yours is too precious to destroy. I will help you escape." He smiled at her, "It was an honor to work with you Miss Barnes. You must do the operation now, before the guards come and take you away. It is the only way you will survive when you get out of the base. The weather out there is harsh and I will not be able to help you."

Lucy took a deep breath and lay back against the cool metal contraption as Doctor Zola injected her with penicillin. He then took out another syringe and gave her another shot this one was an almost shimmering green. "What was the second one?" she inquired puzzled.

"A modified form of my butterfly antifreeze protein. We cannot have you dying out there in the cold now can we?" he patted her hand reassuringly. "Here we go."

Placing the metal supports on her chest and arms, the vials of blue liquid were slowly injected into her veins. Lucy grit her teeth against the pain. Next the contraption came down from above and the pod closed around her. Her heart fluttered in her chest and her hands trembled against her sides. _I wonder if this is how Steve felt,_ she thought. She breathed deeply trying to calm herself.

"Miss Barnes." Zola called, "Are you alright?"

"Lovely." She replied clearing her throat, "Just peachy, carry on. Its interesting being on the other side of the experiment." She joked.

"A scientist's worst nightmare." Zola agreed sympathetically. "Here we go." And he started to turn the wheel.

The vita rays turned on blinding her. The energy pulsed through out her body, vibrating every nerve from head to toe. Everything seemed to be squished and yet pulled at the same time. All of the growing pains of adolescence were intensified and boiled down to a few seconds. Every cell in her body was permanently altered; the serum was rewriting all of her DNA. There was also the curious sensation of coolness running up and down her back; perhaps it was the antifreeze protein because the chilliness that continuously lingered in the lab wasn't there anymore.

"We're at 40% Miss Barnes."

"60%"

"80%"

"100%"

Lucy let out a high-pitched scream. Every pore of her body was pouring out sweat. Her hair was stuck to the back of her neck. She could feel her spine and limbs lengthening more every second that passed. She could feel her bones strengthening and her muscles bulking up. Every part of her body clenched at once and then it was finally over. Her dress clung to her soaked form as she staggered from the machine. Zola jumped up and handed her a chair to sit down in.

"Are you alright Miss Barnes?" he questioned worriedly as he helped her down.

Lucy breathed deeply looking around the room. It was like opening her eyes for the first time. Everything was clearer, brighter, and more colorful. She was also taller; she had gained around four to five inches of height. And even though she was breathing heavily, she felt energized, well rested, and strong.

Suddenly from down the hall footsteps could be heard marching toward them.

"They've come for you." Zola announced panicked. "Hurry! Over here." He towed her to the back of the lab. "There's an emergency exit that goes out back. It leads down to the base of the mountain. Be careful, there's a blizzard going on outside."

"Thank you." She grasped the Doctor's trembling hand tightly, "for everything."

Zola nodded, "Now I need you to punch me."

Lucy paused flabbergast, "Excuse me?"

"To make it seem like you over powered me and escaped." He continued, "Quickly!"

"I'm sorry." Lucy whispered before swinging her arm at Zola's face. The Doctor fell back against the wall, "Sorry!" Lucy squealed, "I tried not to do it so hard."

"It is ok. It makes it seem more believable." Zola reassured her trying to stem the flow of blood from his broken nose. "Take this." He shoved a tiny revolver into her hand. It was barely the size of her palm and glowing blue. "It's the least I can do."

Then before she could say anything in response, he shoved her into a crack between the walls. There she found a rudimentary stone staircase that lead down into a pitch black. The door to the lab slammed open and Hydra soldiers spilled into the room yelling in German too quickly for her to understand. She spun around and ran for her life, down into the deep dark abyss.

Doctor Zola spared one last glance behind him, "Run my little butterfly. Be free."

-permafrost-

She didn't know how long she had been running for. Her body almost did not feel fatigue anymore, so that was not a good indicator. Hundreds of steps passed beneath her feet before she finally saw a pin prick of light in the distance. She let out a sigh of relief. There it was, the glorious sky. Zola was right, they were right in the middle of an intense snowstorm. The wind whipped her hair into her eyes blocking her vision even more. Raising her hand against the gale she tried to establish her surroundings. In the distance she could hear an alarm sounding. Probably notifying the remaining soldiers of her escape.

It was impossible to know where she was heading but she ran. Ran as far as she could away from the alarm and the masked warriors undoubtedly coming after her. The frigid air pierced through her lungs, tearing at her throat and coming out in ragged puffs. Her feet were stumbling in the deep snow trying and failing to regain her balance.

**Vroom**. The sound of a distant engine was coming up behind her. Someone was gaining on her and it sent her into a panic. While she was looking behind her she tripped over a tree branch that pulled her to the floor and sent her rolling down in to some sort of hole. A hole that would never see found unless you knew where it was. Perhaps it was an abandoned den of a long forgotten animal. Whatever its purpose, there was just enough room for one or two small people. The walls were made of a soil, which in this part of the country, looked like it would never unfreeze. Something that somewhat reminded Lucy, of a permafrost.


	27. Bugs on a Windshield

Even if she could survive the cold, the chemicals in her body set off a chain reaction. She was sleepy. It was an instinctive hibernation reaction she supposed. The alarm was still sounding and Lucy did not want to risk Hydra finding her so close to their front door. Setting here for a bit looked like a good idea. It was well hidden and away from the raging storm. Looking down at her hand she found that she was still holding the gun Zola had given her. It was a sleek little thing. Barely the size of her palm, easy to conceal, and very powerful if the blue energy pulsing inside it was anything to go by. Tucking it into a pocket of her dress, she yawned. It looked like she would just have to wait here. Leaning against the wall she closed her eyes and listened to the howling winds right outside the mouth of the small alcove.

-permafrost-

Find Zola. Find Zola was what the message from the S.S.R. had read and that was what Steve was trying his damnedest to do. He and his team had completed a few more missions since then. Every time they successfully took down another Hydra base, Steve scoured the area; but Schmidt and his scientist were nowhere to be found. Now the list of targets was witling down almost to none and Steve was losing hope.

That was until late last night; Jim Morita had intercepted a message from Hydra. There was some commotion happening at their next target. So the team picked up their gear and moved out. That was now the 107th found themselves precariously perched on the top of a mountain, staring a long ways down at some train tracks. The base apparently knew they were coming so it had been entirely evacuated. The last of the Hydra soldiers, including Zola were supposedly on this train.

Bucky was looking at the swinging rope above their head in disbelief. Sure they had accomplished some pretty amazing feats, if he did say so himself, but this one had to take the cake. Tilting his head so Steve could hear him, "Remember when I made you ride the Cyclone at Coney Island?"

"Yeah," Steve gave a small grin, "And I threw up?" it was a nice day, there was hardly any fog or wind to speak of. Hopefully that would make this operation easier.

"This isn't payback, is it?" Bucky joked, shifting to relieve his nerves.

Steve smirked at his friend, "Now why would I do that?"

Back behind the reminiscing friends, Jim was fiddling with a radio contraption. Holding a speaker to his ear he listened in to the German's transmissions. Next to him Gabe was translating.

"We were right." Gabe called to the rest of the team causing Steve and Bucky to turn around, "Doctor Zola is on the train. Hydra dispatcher gave him permission to open up the throttle. Wherever he's going, they must need him bad."

Bucky and Steve turned to look at each other and nodded.

Steve spun around strapping on his helmet.

"Let's get going, cause they're moving like the devil." Monty notified the others as he watched for the train through a pair of binoculars.

It was coming around the bend almost in position for boarding. The inky black chain stood out like a sore thumb against the natural beauty of the snow capped mountains. Slithering like a powerful snake it quickly make its way into view.

"We only got about a 10 second window." Steve yelled over the clanking of the metal zip line attachment, "You miss that window, we're bugs on a windshield."

Monty mused, "Mind the gap."

"Better get moving, bugs!" shouted Dum Dum, already excited for another adventure.

Then they were off. First Steve then followed by Bucky and Gabe. Speeding down the line caused the smattering of snowflakes floating in the hair to hit their faces at a high velocity, stinging as they made contact. The swiftly moving train rumbled under their feet as they landed on the slick surface. Moving along the vehicle, the trio hunched over and walked as quickly as they could to the ladder on the side of one of the cars. Pulling open one of the sliding doors Steve gained entrance; Bucky came in after and shut the door behind him.

They found themselves in what looked like a storage car. Various boxes and cases were stacked along the shelves located along the center of the car. Steve and Bucky cautiously walked along the length of the room, it seemed to be deserted. Peering into the next car Steve continued forward. **Swish**. From behind him the door slid shut separated the two best friends.

What happened next took place in the blink of an eye. Everything was silent as Steve slammed his hand against the door protesting the split. When suddenly from behind him came a fully equipped Hydra soldier with a large cannon gun for each arm. His whole body was covered in the glowing blue energy that made their weapons so powerful. Quickly ducking behind a row of crates, Steve tried to escape the bombardment of detrimental energy.

From the front of the train Zola communicated to the soldier, "Stop him. Fire again." For even though he respected the brilliance of Lucy, that did not mean he agreed with the rest of Allied forces.

On the other side of the door, Bucky was fighting his own battle. He had his own Hydra soldiers trying to kill him. They took turns firing and ducking for cover in the limited space of the train car.

After firing a few rounds himself, Steve waited for the Hydra gunner to wear out the firearms. As he was revving up the cannons, Steve took a running jump and grabbed a sliding contraption hanging on the ceiling. He used this to propel himself into the Hydra soldier. Effectively propelling himself into the masked man, Steve used his shield to knock him to the ground. Then using the discarded gun from the passed out soldier, Steve blasted the locked door that lead to the adjacent car that was carrying Bucky.

Bucky had just used up his last magazine. His gun was useless now he had no more weapons. Then from the tiny window he saw Steve come into view.

Steve pushed a button to open the door and motioned to Bucky, tossing him his fully loaded pistol. Then running inside he shoved a case off of one of the shelves, causing the Hydra gunner to run to the side, allowing Bucky to shot at him.

"I had him on the ropes." Bucky wheezed out.

Steve nodded, "I know ya did."

What neither of them saw as the menacing form approaching from behind them, getting ready to shoot. Noticing last second Steve pushed Bucky behind him and raised his shield, "Get down!" he shouted. The explosion ricocheted off of the vibranium and blasted a hole in the side of the train.

Watching the whole ordeal Zola commanded again, "Fire again! Kill him! Now!"

Both Steve and Bucky were knocked off of their feet. Steve lost his shield in the aftermath and was forced over to the side, leaving it on the ground. Bucky in turn, stood up and grabbed the shield to defend himself, shooting at the oncoming attacker. But the blasts of energy were too strong. One well-aimed shot collided with him causing Bucky to almost fall out of the train, again dropping the shield on the ground. Steve recovering from his fall picked up and threw the shield at the gunner, shoving him back into the other train car.

"Bucky!" Steve yelled watching his friend dangle perilously out the side of the train. He moved down the ripped metal surface. Steve's stomach felt like it had traveled up to his throat, closing off all of his air. His heart was beating wildly in his chest harshly pumping adrenaline through his veins. "Hang on!"

Bucky's grip on the thin metal pole was slipping. Its screws had come out from the side of the metal and its purchase on the wall was unstable, quickly losing its foundation. Bucky's weight was too much for the rod as it groaned in protest.

"No." objected Steve, trying to move closer as quickly as he could. "Grab my hand!"

Reaching out for his friend, Bucky stretched his arm as far as he could. Their hands were so close to touching when the metal broke free from the wall falling down into the valley between mountains. With it went Bucky Barnes, screaming in fear as he dropped to an almost certain death.


	28. Side Effects

The interrogation room Zola was escorted into was dank and dark. In the corner he spied a dripping faucet. On the far wall was dark observation room. And in the corner, was an empty cot. On the floor beside the cot was a stain, perhaps it was blood, but before he could inspect it further the door clicked open.

In walked Colonel Phillips carrying a metal tray and a manila folder. Stopping at the metal table he set down the tray, and gestured for the scientist to take a seat.

"What is this?" asked Zola.

"Steak." The Colonel curtly answered.

The Doctor sniffed at it, "What is in it?"

"Cow." Phillips replied before continuing, "Doctor, do you realize how difficult it is to get ahold of a prime cut like that out here?"

Zola shook his head, "I don't eat meat."

"Why not?"

"It disagrees with me."

The Colonel stared at him not amused. "How about cyanide? Does that give you the rumbly tummy, too?" he scoffed. Then turning the tray around he started to cut into the meat. "Every Hydra agent that we've tried to take alive has crunched a little pill before we can stop him. But not you. So, here's my brilliant theory." Phillips paused to take a bite of the savory steak, "You want to live."

"You're trying to intimidate me, Colonel." Zola smirked.

"I brought you dinner." The military man gestured to his plate. Then he slid over the folder for Zola to read.

Looking down at the papers the Doctor read aloud, "Given the valuable information he has provided and in exchange for his full cooperation, Doctor Zola is being remanded to Switzerland."

Sprinkling salt on his vegetables the Colonel explained, "I sent that message to Washington this morning, of course it was encoded. You guys haven't broken those codes, have you? That would be awkward." He finished taking a bite of the potatoes.

Zola cut in, "Schmidt will know this is a lie."

"He's going to kill you anyway, Doc. You're a liability. You know more about Schmidt than anyone." Philips paused for dramatic effect, "And the last guy you cost us was Captain Rogers's closest friend. Not to mention the Captain is still angry over his girl being taken, Lucy? I'm sure you know about her. So I wouldn't count on the very best of protection. It's you or Schmidt. It's just the hand you've been dealt."

"Schmidt believes he walks in the footsteps of the gods."

The Colonel made a sound of fake interest allowing his annoyance to show through.

Zola continued, "Only the world itself will satisfy him."

"You do realize that's nuts don't you?" snickered Phillips pointing his knife at the Doctor.

"The sanity of the plan is of no consequence." Zola shrugged.

"And why is that?"

"Because he can do it!" Zola responded harshly.

"What's his target?"

"His target." Zola leaned in toward the Colonel, "Is everywhere."

-permafrost-

_Meanwhile_…

An announcer broadcast over the city, "The blackout is still in effect throughout the London area. Please wait for the all clear. Your attention please. All citizens shall remain indoors until further notice. The blackout is still in effect throughout the London area."

Peggy was currently stepping in and around rubble. Slowly making her way through the wreckage trying to find a certain super soldier.

Steve sniffed as he heard her approach looking around to see whom it was. Clearing his throat he spoke, "Doctor Erskine said that the serum wouldn't just affect my muscles, it would affect my cells." Pouring himself a drink he continued, "Create a protective system of regeneration and healing. Which means um… I can't get drunk." He paused then looked up at the agent, "Did you know that?"

"Your metabolism burns four times faster than the average person." Peggy sighed as she pulled a chair up from the ground, "They thought it could be one of the side effects." Peggy refrained from saying _her_ name. Steve was grateful for that. Then she added, "It wasn't your fault." Referring to Bucky.

"Did you read the report?" Steve spit out.

"Yes."

He huffed, "Then you know that's not true."

"You did everything you could." She tried to console him, "Did you believe in your friend? Did you respect him? Then stop blaming yourself. Allow Barnes the dignity of his choice. He damn well must have thought you were worth it. They both did." Then she mentioned what she came to tell him, "Also the Colonel said to tell you, Zola said Lucy is alive."

Steve looked up his heart beginning to quicken like it hadn't in a long time. "Where." He demanded.

Peggy shook her head, "He doesn't know. She escaped from the last base he was at. From there, he has no idea."

It was like a stone had been forced down his throat and settled in the pit of his stomach. Both of his best friends, lost to him in the same place. How poetic. _She's tough_, he reminded himself, _she can take care of herself_.

"There's something else…" Peggy continued slowly, not sure how he would take this news. "Zola said she was forced to take the serum."

Steve blinked, "Schmidt's formula or Erskine's?"

"Schmidt had her develop Erskine's formula for him and then tested it on her. Zola said it worked out fine."

Letting out a small laugh Steve smiled, "Of course it did, its Lucy." Then his face turned serious, "I'm going after Schmidt." He clenched his jaw as he played with the fragile cup in his hands, "I'm not gonna stop until all of Hydra is dead or captured." His harsh tone turned soft, "We need to end this, and then I can go look for her."

Peggy nodded approvingly, "You won't be alone."

-permafrost-

"Johann Schmidt belongs in a bughouse." Colonel Phillips stated as he stared at a large map. "He thinks he's a god, and he's willing to blow up half the world to prove it, starting with the USA."

"Schmidt's working with powers beyond our capabilities." Howard said as he sauntered up to the war desk, taking a seat. "He gets across the Atlantic; he'll wipe out the entire eastern seaboard in an hour."

"How much time have we got?" Gabe questioned looking around at the sea of grave faces.

Phillips responded, "According to my new best friend, under 24 hours."

"Where is he now?"

"Hydra's last base is here." The Colonel pointed to the pictures he held in his hands then passed them around the table, "In the Alps, 500 feet below the surface."

Dum Dum sighed and spoke up, "So what are we supposed to do?"

"I mean, its not like we can just knock on the front door." Jim agreed.

"Why not?" came the absolutely serious voice of Captain America, causing every other face in the room to swivel in his direction. Steve was done with Hydra. Completely fed up with how they were affecting his life. The anger that had been simmering inside him since Lucy had been taken finally turned into a boil. The fire that now raged inside him would not be tamed until Hydra was no more. This was unacceptable; no one else should die at the hands of these insane men. Looking up he met the eyes of all the other dedicated members of the SSR, "That's exactly what we're going to do."


	29. Valkyrie

Not for the first time Steve silently thanked Lucy for her gift of a heavy duty motorcycle. It had served him well on every mission and he regretted what he was about to do as he revved the powerful engine. Racing through the trees Steve attracted a squadron of Hydra soldiers riding on their own motorcycles. They tailed him and shot streams of blue energy that bounced off of his shield. Looking down at the right side of the handlebars Steve flicked a switch. This released a trip wire that embedded itself deeply into the trunks of a pair of near by trees. The first couple of soldiers managed to duck out of the way but the last few weren't so lucky. Instead they caught their chests on the rope and were flung high up into the air, knocked completely off their vehicles. Next Steve activated the fire torch. The tail of flames licked its way behind him incapacitating another two motorcyclists. The final pair had raced around him, trying to block him off from the front. But Steve speed between them, activating a bomb as he passed. Up ahead was the entrance to the Hydra secret base.

A tank was rolling out in a last attempt to impede him. Steve shoved his shield in front of the bike to deflect he pulses of energy, and flicked another switch. Boom! The tank turned into a colossal fireball with twin shots from the front of the motorbike. Using the sloping entrance as a ramp, Steve sped up the concrete and into the camp. Turning on one final switch Steve jumped off the motorcycle, "Sorry, Lu." He winced as he watched the vehicle run into the building, destroying itself and blow a huge hole in the wall as the last explosives went off. Fighting off multiple men, two soldiers with flamethrowers finally incapacitated Steve and the rest of the masked men surrounded him.

Handcuffing him, the Hydra men walked him deep into the building, finally coming to an office. The room had high vaulted ceiling and was dimly lit, most of the light came from the wall of windows in the back.

"Arrogance may not be a uniquely American trait," exclaimed Red Skull stalking out of the shadows and into view, "but I must say you do it better than anyone. But," he paused dramatically, "there are limits to what even you can do Captain. Or did Erskine tell you otherwise?"

"He told me you were insane." Steve mocked.

"Ah." Schmidt nodded in understand, "He resented my genius and tried to deny me what was rightfully mind. But he gave you everything. So, what made you so special?"

Steve smirked, "Nothing. I'm just a kid from Brooklyn." In anger Schmidt punched him in the face, and again in the stomach, causing him to drop to his knees, "I can do this all day." Steve breathed out heavily.

"Oh, of course you can, of course. But, unfortunately, I am on a tight schedule." Red Skull declared as he brandished a pistol between Steve's eyes.

**Thwap**! From out side the wall of windows, zip lines embedded themselves into the rocky mountainside. Distant figures could be seen, quickly solidifying and gaining detail.

"So am I." Steve asserted grabbing the guard him back and shoving him in front of Schmidt's blast. Then Monty, Gabe, and Dum Dum crashed into the glass windows and fired furiously at the Hydra soldiers.

"Rogers." Monty exclaimed, grabbing Steve shield and throwing it to him, "You might need this!"

"Thanks!" Steve replied and rushed off to follow Red Skull.

Hydra soldiers were swarming everywhere; they knew they were under attack. "We're in!" Jim barked into his communicator, "Assault team, go!"

Colonel Phillips nodded at the message and relayed to his men, "Move out."

"Move!"

It was entirely a battle of confusion. Soldiers ran to and fro trying to avoid enemy fire as they stormed the Hydra base. From each side, explosions where going off, blasting men off their feet and into the muddy ground.

"Keep your spacing!"

Brave soldiers could be seen disappearing into a fine blue mist, left and right. In return for their fallen comrades, the Allies replied with rounds and rounds of gunfire.

As the Hydra men lined up to protect a breach, one shrieked, "Cut off one head, two more shall…"

With a well-aimed shot, he was silenced. "Let's go find two more!" Phillips sneered with delight. This was what he had worked tirelessly for the past few years. Taking down Hydra, and today their moment had finally come.

Steve was still in pursuit of Schmidt. Evading the pulses of energy, Steve flung his shield to prevent a set of sliding doors from closing. However, before he could follow, he was unwillingly made to duck into an alcove to avoid another flamethrower. On the other side of the flame wielding man, Peggy strode up and fired at him with her submachine gun.

"You're late." Steve grinned greeting her and the rest of the soldiers.

"Weren't you about to?" Peggy nodded after Schmidt, reminding him of his chase.

"Oh, Right." Steve muttered and continued on grabbing his shield along the way.

Peggy shook her head and continued on her way, shooting down enemy after enemy as she marched down the hall. She could feel her veins pulsing with energy, the thrill of the fight. The confidence she had in her abilities and the conviction she had in the SSR, this was how she could honor the memory of her lost friends.

Red Skull had made it to his colossal, obsidian colored airplane, the imposing Valkyrie. He vaulted up the ladder and inserted the cube into its position, powering up the craft. Climbing into the pilot's seat he switched on the controls and prepared to take flight. The engines started to whirl and flames shot out of the back. The wheels twisted and the airplane taxied toward the runway. The destination, New York.

Steve entered the large cavern where the aircrafts were kept. He could see the Valkyrie moving off down the runway. Blocking his path were countless Hydra soldiers currently engaged with other Allied forces. Running to catch up with the large black bird Steve knocked down man after man. Then with a jump he reached up and grabbed a hanging chain, lifting himself off of the ground and swinging over the heads of the last few soldiers. Even with his increased speed, Steve would never make it to the plane as it sped up about to life off from the runway.

"Get in!" Phillips yelled from Schmidt's armored car, which he proudly just commandeered.

Red Skull could see his car gaining on him and he growled, opening the garage doors.

The Colonel in turned punched a button pushing them forward at even greater speeds. Fire was roaring out the back and sides of the vehicle.

"Keep it steady!" Steve bellowed standing up from his seat.

"Wait!" Peggy cried and reached into her pocket. She handed him a gift he had long since forgotten. It was the compass. He hadn't looked at it in weeks finding it too hard to see _her_ face. Then giving his cheek a peck for good luck she smiled encouragingly, "Go get him!"

Phillips looked over at the pair, "I'm not kissing you." He retorted.

Steve let out a short laugh and moved along the side of the car. They were right beside the Valkyrie now, moving closer Steve narrowly missed one of the rotating blades. It sliced across his back bouncing off his shield. With a grunt Steve launched himself off the car and landed on the rear wheel of the plane. The Colonel jerked the wheel, spinning the car before they flew off the edge of the mountain. The wheels squealed in protest as they spun wildly out of control trying to stop their impending doom. With a loud shutter, the automobile came to rest with one quarter of the wheels hanging off the cliff. Peggy and the Colonel let out twin sighs of relief as they scarcely avoided death, and then looked up as they watched the Valkyrie take flight.

The landing wheels that were the size of the super soldier himself, retracted into the plane, taking Steve with them. Inside Steve saw the giant bombs, labels for each city they would destroy. New York, Chicago, and the list went on and on. Hydra soldiers were running through the plane when Steve intercepted their destination. Swinging down from above he knocked one man over the side of the rain, punched another, and threw a discarded knife at the last soldier. Going over to the manual controls, he deployed one of the bombs, causing the masked man who was sprawled across it to fall out of the ship. Picking up another man, Steve threw him out the opening as well, flailing as he went far down to the ground below.

From behind one of the soldiers stole aboard a one man aircraft and started to deploy. Steve jumped on top of the glass with another soldier on top of him. Flying recklessly through the air, the masked man tried to shake Steve. Instead the top hatch was pulled open and the soldier ejected from the plane, mid flight, as Steve climbed in to take his place. Flying around the Valkyrie, Steve crash-landed in the back of the larger plane.

Navigating the strange and foreboding halls Steve found his way to the command part of the aircraft. Looking around, Steve saw no one was in sight. Approaching the pilot chair, he saw that too, was empty. Then from behind, the tell tale sound of a powering up blaster could be heard, announcing its presence.

"You don't give up, do you?" admonished Schmidt still firing at the soldier.

"Nope!" Steve stated running forward and hitting Red Skull with his shield.

The two super humans battled each other across the entire deck of the Valkyrie. Neither one really had the upper hand on the other until Steve slammed Schmidt into the consol. Sparks flew everywhere and the airplane took a steep nosedive straight down toward the earth. Both men were surprised by the lack of gravity as they were propelled into the ceiling. Pushing Steve away, Red Skull reestablished the flight course of the plane.

Then taking out a pistol from his jacket Schmidt yelled, "You could have the power of the gods." He fired randomly trying to hit the fast moving super soldier; "Yet you wear a flag on your chest and think you fight a battle of nations I have seen the future, Captain. There are no flags."

"Not my future!" Steve grunted flinging his shied with a tremendous amount of force, across the room into Red Skull. The impact knocked over Schmidt and caused the cube to disengage.

"What have you done?" Schmidt cried as he picked up the cube with his bare hands. For a moment he stared at the seductive beauty of power. The ethereal wisps of sparkling energy floated up into the air, almost like an aurora, mesmerizing any who came near. Then the cube shot a beam into the air opening a portal to another world. Strange and colorful galaxies floated above Steve as he tried to figure out what they were.

"No!" Red Skull screamed as the flesh melted off his fingers. His body was disappearing into the next dimension. Then with a final agonizing scream Johann Schmidt turned into a blinding stream of white light, rocketing into the heavens. Red Skull was no more.

The portal closed, causing an energy ripple to shot out and around the plane. The cube dropped onto the floor. It melted layer after layer of the Valkyrie before it plummeted into the raging waters below. The godlike source of Hydra's power was lost.

Recovering from the supernatural experience, Steve ran to the command console. There he saw the course of the aircraft. "Come in. This is Captain Rogers. Do you read me?"

Peggy, Jim, and Colonel Phillips were pacing in the command center of the secret Hydra base. "Captain Rogers, what is your…" Jim began before Peggy shoved him aside.

"Steve is that you? Are you alright?" she called out frantically.

"Peggy! Schmidt is dead."

"What about the plane?"

Struggling with the various buttons and knobs Steve shook his head, "That's a little bit tougher to explain."

"Uh. Give me your coordinates. I'll find you a safe landing site."

"There's not gonna be a safe landing. But I can try and force it down."

"I…I'll get Howard on the line. He'll know what to do."

"There's not enough time. This thing's moving too fast and it's heading for New York." Steve paused realizing his next course of action. An enormous weight settled in his chest. Clearing his throat he continued, "I got to put her in the water."

"Please, don't do this. We have time." Peggy begged of her friend. She couldn't lose anymore of them, not now. Not when they were so close to a victory. "We can work it out."

"Right now I'm in the middle of nowhere. If I wait any longer, a lot of people are gonna die." Looking out at the dazzling view Steve continued, "Peggy, this is my choice." Then from a hidden pocket Steve pulled out the last thing she had given him. Slowly opening the top, he caressed the image that had been stuck to the compass. He would never see _her_ again. Never again could he hear that laugh, touch that face, and explore that mind. Then placing it on the console next to him he took a deep breath and steered the magnificent Valkyrie into a steep nosedive. Still staring at the picture he requested, "Peggy?"

"I'm here." She sniffed trying to disguise the crack in her voice.

"As my final order," he could see the ice now. Gone were the happy playful clouds. Here awaited the barren lonely landscape that would forever be his resting place, welcoming him in with icy arms. "I command you to find Lucy."

Peggy let out a short hysterical laugh, "You can't give me orders." She repeated from a time long, long ago.

"The hell I can," Steve cracked a watery nostalgic grin. "I'm a Captain." Then becoming serious again he requested. "And Peggy?"

"Yes?"

"When you find her, tell her… tell her I'm sorry." His eyes trailed over to the compass again as it rattled on the dashboard. He had to get this out, it was important. The one thing they had yet to say aloud. "And tell her…tell her… that I lov…" and the radio transmission cut to static.

"Steve?" Peggy questioned, then in a harsher tone she commanded, "Steve!" after a pause she spoke one last time in disbelief. It just wasn't possible. "Steve?" tears streamed down her cheeks as Agent Margaret Carter finally broke down.

On that day, the Allies defeated Hydra. Consequently, they lost countless lives, including some of their best agents. Standing up Peggy gathered herself and instructed one of the Privates, "Get Stark on the line. You heard the Captain, we've got ourselves a mission to accomplish."


	30. Howard and Peggy

London was celebrating. The allies had won the war. Victory in Europe! Victory for all! Crowds and crowds of people gathered outside, waving flags, hugging, kissing, merry making all around. But even so, the triumph did not come with out a cost.

The remaining members of the 107th had gathered on that day. Their glasses filled with strong liquor and ready for the toast.

"To the Captain." Declared Monty in a solemn voice.

"To the Captain." The rest of the men chanted back before they unanimously took a sip. Around them, men and women of all ages were laughing, talking, and ignoring the group of war worn heroes. Funny how quickly normal people could forget their hardships. But _they_ would remember. Their friends would forever live on in their memories.

-permafrost-

"Sir!" a bespectacled young man cried.

Howard looked up form his brooding position. His eyes never left the unending waters. Those dark treacherous whitecaps, forever changing and yet always looking exactly the same. He walked over to the console the boy was operating. In the screen a claw could be seen holding a glowing cube. "Take us to the next grid point." He ordered to the captain of the ship.

"But there's no trace of wreckage." Protested the youth. "And the energy signature stops here."

Howard bristled, he'd be damned if an ignorant young boy was going to get in the way of finding his friend, "Just keep looking." He commanded softly, his gaze returning to the infuriating waves. He had to find one of them. He just had to.

-permafrost-

Boxes where everywhere. The SSR base in London was being packed up and put away. Peggy was currently helping organize some files when Colonel Phillips walked up to her. Delicately, he placed two thick classified files down in front of her before giving her one last sympathetic look and marching away.

The top file read 'Steven G. Rogers'. Across it, in bright red ink, was stamped 'Inactive'. The Second file, was similarly stamped; however, this one belonged to 'Lucille M. Barnes.'

Peggy's breath caught in her throat as she read the two names. Then carefully opening each file she picked up their pictures. Pain and happiness hit her like lightening striking from the ground and the sky. It had been so long since she had seen their faces. Their images had almost become a fuzzy shadow in her mind. But looking at them now brought back every detail she could remember. Her chest filled with so much emotion she wondered if it was almost better to forget. Closing the files she reminded herself, the pain was real. They were real and they deserved to be remembered. She would carry on their legacy so their deaths would not be in vain.

-permafrost-

_I wonder if the soldiers are gone_, Lucy mused still hiding in her little ice den. She felt herself drifting in and out of sleep as the winds sung to her an eerie lullaby. The darkness of the cave prevented her from knowing the time. Listening intently she tried to hear through the howling winds. The only thing was, everything was silent. Cracking open her eyes Lucy squinted, waiting for them to adjust to the dimness.

It wasn't just silent, it was peaceful. Looking down she saw she was sitting in a pool of water. Then an unexpected sound caused her to snap her head toward the cavern opening. It was, birdsong.

But that was impossible; it was the middle of winter. Peaking her head out she could not believe what she saw. The weather wasn't just warm enough for birds. It was hot. There was fried grass, wilting trees, and a single drop of water was nowhere to be found. The weather was even blistering enough to start melting the ice that made up her little frost den. Confused out of her mind, Lucy cautiously climbed out of the hole to begin investigating.

Miles she walked. Far down the mountain she traveled. A full day went by and she was still walking alongside a stream she had found. Her best hope was that it lead to a little town or village. There perhaps she could find somebody to tell her what day it was.

Then as the sun began to set she saw smoke. Happiness spread through her like a warm drink at the first sign of human life in days. As she entered the village she noticed something. Everyone looked content. No one was giving her distrustful looks; all she attracted was mild curiosity. Stopping a middle aged lady Lucy asked in German, "Excuse me. But I seem to have gotten myself lost. Do you think you could tell me where I am and what day it is?"

The woman nodded and kindly told her the name of the village and the surrounding area. It was not too far from a major city. The date however caused Lucy to ask again.

"Sorry." She replied shaking her head, "What year is it again?"

"1965."

1965. Had she really been asleep _for 20 years_? It felt like a horrible dream, one where her body refused to wake up and she was just pulled along. Like a puppet on strings, forced to follow the commands of a master. Except it wasn't a dream. She felt physically fine and she looked exactly the same. That's what scared her. There wasn't one new wrinkle, not a single grey hair, she was 45 for god sakes, this shouldn't be happening.

-permafrost-

Getting a call across the pond had been difficult.

"Hello, this is the Stark residence, Jarvis speaking. How may I help you?" a melodic British voice floated out of the speaker.

Lucy took the phone away from her staring at the contraption. Since when had Howard gotten a butler? "Hello. Could I speak to Howard please?" she spoke slowly into the device.

"Mr. Stark is busy at the moment. Could I perhaps take a message?"

"No." she pleaded, "This is urgent, I don't know if I'll be able to call again. Tell him its Lucy Barnes. He'll know who I am."

There was silence on the other end, "One moment, please." And a slight click as the phone was set down.

Lucy breathed a sigh of relief, if there was one person she could contact and who could help get her back to America, it was Howard. From the other end she could hear stomping footsteps and angry yelling coming closer and closer.

"Listen here, pal." Spat the furious tone of Howard Stark, "I don't know how you got this number or who you are but I will find out. And when I do, you're going to wish you never made this phone call…."

"Howard!" Lucy spoke quickly before he could hang up on her. "Its me! Its Lucy!"

There was a long pause on the other end of the line.

"Prove it."

She sighed, searching her memories for something only Howard would know. Then it hit her, "Howard, this is a level 10 emergency."

Again there was a pause before Howard croaked out, "D...Doll? Is that really you?"

-permafrost-

Howard sent a jet to bring her to D.C. There, Lucy was reunited with Peggy and Howard. There was so much she had missed: Hitler committed suicide, the microwave oven was invented, the UN was founded, the atomic bombs were dropped, bikinis, the sound barrier had been broken, the 'big bang' theory was formulated, the Korean war, color TV, polio vaccine, segregation was made illegal, space exploration, the Beatles, and most recently US troops were sent to Vietnam. Peggy was _married_ and even had _kids_. Unfortunately, there was one smiling face she had been longing to see since 1944 that was missing from the crowd.

"Where's Steve?"

The smiles melted off their faces quicker than water off an oiled surface.

-permafrost-

1966

Adjusting to the times had been difficult, but it was nothing Marie Rogers couldn't handle. After returning from the dead, Lucy decided to take up a pseudo name for her work as an agent of the Strategic Homeland Intervention, Enforcement and Logistics Division. She did this in an attempt to keep her identity a secret. Many people around the world still searched tirelessly for the super soldier serum and she had it running through her veins, a living memory of a time long past. It was also her way of honoring _him_.

For the first couple months back in the land of the living, Lucy never left her lab. Test after test she did on her own blood trying to figure out what happened to her. She could never draw her own blood though, for that she enlisted one the nurses for help, Maria Carbonell. She struck up a quick friendship with the sweet nurse. Maria never prodded and it was nice to talk with someone who wasn't Howard or Peggy. They were busy anyway, they didn't have time to teach an adult woman things a toddler should know.

One positive aspect of the new age was the advancement of science. Things that used to take her days took mere minutes to complete. It seemed Zola's butterfly protein worked better than he thought it would. Instead of just keeping her from freezing, it also slowed the aging of her body. It wouldn't last forever though, unlike the super soldier serum, her cells did not continually replenish that particular protein. Perhaps in a few decades it would wear off. Even so, Erskine's serum would keep her body at optimal levels for a long time.

-permafrost-

1967

Lucy had been inducted into Howard and Peggy's organization at the highest level possible. Clearance level Alpha, on par with the status of a director. She wasn't not however a real agent. Her position was more on a consultant level. When not on a field mission with Peggy, she found herself mainly losing herself in different countries. Ignoring her past was the only thing that kept her sane. She made many contacts all over the globe, always under different names. Her proudest accomplishment to date however, was introducing Howard to Maria, whom she still visited on a regular basis. The two hit it off nicely; she had never seen him so smitten. Lucy had even gone engagement ring shopping with the former playboy.

-permafrost-

1970

Tears dripped down her face, a few even landing on the forehead of her newly born godson sleeping soundly in her arms. Anthony Edward Stark had just entered the world.

"Hi there." Lucy whispered softly, "Hey Tony." Sniffing she rocked the precious baby, "I'm your Aunt Lucy, nice to finally meet you." A grin cracked across her face, "I'm also your godmother and I love you. Nothing will ever happen to you if I'm around I promise you that."

-permafrost-

1991

It was the middle of December. She had come to spend Christmas with the Starks. But the holiday happiness had been cut short. She had gotten the call this morning from Peggy. Howard and Maria were dead, killed in a car crash. She couldn't believe it, after everything they'd gone through. It was just an accident, she kept telling herself there was nothing she could do, but that didn't stop a little niggling thought in the back of her mind.

She was 70 years old now, but her body still seemed 26. There came a point where living in the present was all she had. Secrets and favors were worth more than money, and the only way to get things done was to do them yourself.


	31. Nicholas and Phil

Peggy had asked her, on various occasions, why she continually refused to join SHIELD. Become an official agent, maybe even take over the organization after she and Howard left. Then they would never be without a good leader. Lucy always told her she was too busy catching up on the times and gathering her own contacts around the world. In actuality, she did not want to join because she always felt like she was under observation. That prickling sense that some powerful unseen being was trying to figure out who she really was and how they could exploit her. She couldn't lead anyway, that was always more _his_ thing. Her personality was too obsessive and unyielding at times to be reliable without something grounding her in reality; besides, she had lost her anchor years ago. While she was better now, it would always be like a thin crust hiding molten lava.

Lucy no longer wanted to be used. She spent the years helping those less fortunate, establishing schools, building houses, and most importantly singlehandedly destroying organizations that threatened the peace of any land. No job was too big if you had an endless amount of time. Her vast global network provided her with information on anything and everything she wanted. They worked on a favor for favor system. Over time, when she did not seem to age whilst they did eventually, she became a legend. Her names became myth that every few years, resurfaced with a request that could never be denied. It was a lonely life. The only real friends she had were Peggy Carter, Howard Stark, and Edwin Jarvis. They were also the only people who knew her real identify.

SHIELD agents who only heard tales of her missions called her Agent 0 _(agent zero)._ She was a specter that only showed up on crucial missions, mainly on the request of Agent Carter. Then she would disappear again only to come back months or even years later looking exactly the same. It was a known fact, that Agent 0 was the only non-SHIELD agent to have an access code Alpha. She had the status of a founder, yet she was never apart of their operation. Rumor had it she designed the SHIELD database so that was how she knew everything. Lucy always chucked at this one, co-invented, she would correct in her mind, with Howard of course. And she didn't know everything; the world had too many problems to concern herself with than to stalk the everyday on goings of a peacekeeping business like SHIELD.

-permafrost-

There were however, the select few Lucy found over the years she could trust beyond her little SSR trio. One young man she had kept her eye on for many years. He was a Colonel in the United States Armed Forces before joining the CIA. His impressive history and skill set lead her to personally send in a recommendation for SHIELD to invite him into their ranks.

"Mr. Secretary, nice to see you again." Lucy greeted an old acquaintance.

"Please its Alexander. I always try and convince you to call me by my first name." Alexander Pierce smiled, pulling out a chair for her to sit.

"And I will always refer to those I admire by their titles." Lucy replied with a dry smirk. She had never liked the man, but also he had never done anything to warrant her hostility. So, she ignored her feelings.

"Well, coming from you that means a lot to me, Agent 0." Pierce chuckled, "I read your recommendation for the new recruit. I have to say I agree with your evaluation, I met him myself recently. I think he'll make a fine agent."

"Thank you." If not for the meeting with the new agent, Lucy would have not been in the same room as Pierce. A tight smile barely quirked the corners of her lips in response.

"I'll call him in now so you can meet him. Thank you again for coming, it's always nice to have an unbiased consultant when interviewing." He pushed the button on the table notifying the secretary they were ready.

"It was my pleasure." She nodded, wanting to hurry up and get away from Pierce's presence.

The door to the glass meeting room opened. In walked a statuesque man who was in the prime of his life. "Nicholas Fury, at your service."

-permafrost-

Over the years, Agent Nick Fury became a trusted companion of hers. She was there for him when he lost his eye. Their similar ability to always see five steps ahead of everybody else created a strong bond between them. They could trust each other, even if they did not always agree. After a time, Lucy told him of her past and of her real name. He was the first one of her new friends.

-permafrost-

Recognizing the phone number Lucy grinned as she answered, "I hear congratulations are in order, _Director_."

"Dammit. I wanted to surprise you." Nick Fury growled on the other end of the line.

"Get used to it."

Fury rolled his eyes, "I was only told an hour ago how did you know?"

"I had a feeling."

"Of course you did. Anyway I need a favor."

Lucy nodded into the phone, "What can I do for you, Nicholas?"

"Stop it." Fury grumbled, "Nobody calls me that."

"I'm old, don't try and change me."

"You're not old Marie."

"I could qualify for a senior discount and you know it." She smirked to herself.

Fury shook his head, "Anyway... I need help. Someone needs to take over my place."

"Oh that's easy. I had one picked out already, as a gift for your promotion. You'll like him I think. Then again, I haven't even met him."

Nick Fury the new Director of SHIELD rubbed his temple, he would never be able to catch up to this woman.

Lucy continued brightening at her idea, "Hey, I'll come by tomorrow, we can meet him together."

"I need a name, Marie." Fury reminded her.

"Coulson. Phillip Coulson."

-permafrost-

Sometimes she wondered if she were the younger and Coulson the elder. He eluded a type of warmth she had been missing for quite sometime. Phil sometimes reminded her of _him_. A bittersweet kind of smile always crossed her face whenever they interacted.

Almost right away she discovered Phil was a Captain America's biggest fan. It amused her to no end. In fact he told her about his little trading card collection. Lucy started to leave the cards he was missing in hidden in his folders every time they completed a mission together. Howard had gotten them for her as a joke every time they used to come out with new ones. She hardly looked at them now.

Coulson caught on pretty quick. After a time Lucy told him about her past as well. He fainted… twice. But in the end, Phil was the second of her new friends.


	32. Clinton and Talia

_'The World's Greatest Marksman'_ now this, she had to see. The circus was in town for the weekend. This particular one had been on her radar for sometime now. As Lucy looked around at the men, women, and children, she was brought back to a time long, long ago. To a pavilion that was one of the biggest attractions of her time. The air was thick inside the tent; scents of every kind were intensified by the humidity. Buttered popcorn, burnt sugar, and fried treats wafted back and forth, each fighting for dominance. She could almost picture the fireworks; almost hear the oohs and aahs of the mass as Howard revealed his latest inventions. A nostalgic grin spread across her lips as she remembered the failed Stark Gravitic Reversion Technology. Then a voice next to her caused her to reopen her eyes.

"I cannot believe you dragged me here." Fury grumbled in his seat next to her, crossing his arms resolutely, "I ask for one favor and this," he lingered, nodding to the bumbling crowd, blissfully ignorant that they were in the elite presence of two master espionage agents, "is what I get." He stern countenance made him stand out like a sore thumb in an audience of excited twittering civilians.

Lucy turned to her long time friend with a dry smile, "Humor me." The stage lights flickered, signaling the start of the performance, the horde hushed. She added in a whisper, "Besides, I have a feeling when this is over, you're going to be glad you came."

-permafrost-

"So, what did you think?" Lucy probed, as they remained seated, waiting for the people to trickle out of the arena. She was picking at the last of her popcorn, trying to keep her face neutral.

Fury gave her a sarcastic sidelong glance, then reluctantly reached into this trench coat and handed her a ten-dollar bill.

"Excellent." Lucy beamed triumphantly, pocketing the money. "Shall we go meet this 'Hawkeye' then?"

Sighing he nodded. "What's his real name?" the Director ignored her jovial tone and continued as if he hadn't just lost a bet. One day, one day he would win. "I'm sure you've done your research, save me the time of trying to find him."

"The name's Clinton Francis Barton and you're welcome."

-permafrost-

"These are amazing, Ree!" Clint was staring in awe at the gift Lucy had just given him. "Thank you so much." He gave her a quick side huge before running over to the archery range.

It wasn't often Lucy found herself back in the lab designing weapons. Most of the time she just utilized whatever was available when she found herself in a fight. She discovered an indefinable beauty and thrill when accomplishing missions without the use of any firearm. In her experience, humans had too short a life to end one unnecessarily nowadays. However, that did not mean she was a saint on any grounds or that she wouldn't take a life when the time called for it.

When Clint joined SHIELD, he revealed his mastery in archery. The bow and arrow seemed to sing when he wielded them. Together they were like a choir that responded to every minute flick of the conductor's baton. Pity he only had a limited supply of arrows. Which is what brought her back to the lab. No friend of hers was going to go about their missions with subpar weapons, no sir, not if she had anything to do with it.

**Thwap**! Clint was currently trying out the case of arrows Lucy had given him. Each arrow had a tiny tracking device installed onto it. After contact with its target, and after Clint had used a certain number of arrows, they would be called back to him. The little motor however, made the arrows heavier so they were more for short range shooting and the battery did not last too long before it had to be recharged. These were made for emergencies, when every other arrow in the case had been used up.

The second case was more for one time use. She had given him color-coded tips that could attach to his arrows. They consisted of explosives, flares, smoke bombs, knock out gas, and one of her personal favorites electric shock.

"You know, for someone who doesn't know how to shoot a bow and arrow," Clint called out to her, "you sure know how to make them." he laughed as he shot time and time again at the bulls eye only to have them come back to him when he was close to running out.

"I think you're having too much fun Clinton." She rolled her eyes, "Besides, you can't teach an old dog new tricks."

"Psh." Clint waved away her remark, "I just don't want to teach you cause you'll be better than me. We can't have that, I'll be out of a job."

-permafrost-

"Nicholas, I'll ask one last time, don't do this." Lucy beguiled her friend over the phone. She was currently overseas and couldn't make the trip back to D.C. as soon as she would've liked.

"It's too late Agent Zero." Fury's voice crackled up from the speaker, "I already sent Barton on his way."

She slammed the phone back into its holder and pinched the bridge of her nose. As per his name, Fury sometimes infuriated her. A few hours later she was still pacing when the phone rang.

"Yes?" she answered brusquely.

"Ree?" Clint questioned hesitantly, "I'm going to need your help on this one."

"Is she alive?"

"Yeah. I couldn't do it I disagreed with my orders. I think she could help us."

"Oh thank god." Lucy breathed a sigh of relief, "Stay there, I'm coming to get you."

-permafrost-

After Fury lost his temper for a bit, Strike Team Delta was formed, of which Lucy was an unofficial member. She, Talia, and Clinton had a strong group dynamic. Their first mission, the Abidjan Operation was a complete success. Each member had a unique style that complemented the others well. Someone pulled and the other pushed, one member threw and the next caught. The trio functioned as a well-oiled machine that was a force to be reckoned with. However it wasn't until Budapest that the triad solidified their friendship.

In the dusty and painful aftermath of that mission, Lucy decided to tell Talia about her past. The Black Widow just stared at her, unfazed when she finished.

"Is that way you aren't dating anybody?" Natasha queried nonchalantly, pouring herself another glass of kvass.

Clint stared at her, "Is that all you have to say? I think I almost wet myself." Then he winced replacing the ice bag on his leg with a hot water bottle and sighing in relief.

"Actually, I think you went into slight shock." Lucy reminded him, smirking, as she cleaned his cuts and placed butterfly bandages on his face.

Natasha ignored them, "I've got to get you a date…" she trailed off lost in her thoughts.


	33. Eddie, Ginger, and Rupert

**Ring! Ring! **The distinct sound of a personalized vintage ringtone could be heard blaring from a cell phone. He knew who was calling without even looking at the name, "Marie?"

"Where is he, Phil, I know you know." Lucy whispered urgently into the phone. She was currently deep undercover on a mission in the Middle East.

"Afghanistan." He answered immediately, "We believe the Ten Rings kidnapped him; but Director Fury won't let me pursue it. We're not authorized for foreign ops." Coulson paused as a secretary signaled to him, "I need to go, I've got a meeting with Stane."

Silence spoke heavily from the other end, "I know my godson, Phil." Lucy gritted through her teeth, "He may be an ass, but he wouldn't sell out his country. He couldn't anyway, he doesn't know enough. He doesn't know what I do." Footsteps echoed behind her and she finished urgently, "I need to go. Tell Fury I expect to be updated. And get the Army on the phone, they owe me a favor." Then the line went dead.

Phil sighed and tucked the phone back into his pocket. Standing up he thanked the secretary, and proceeded to his meeting.

-permafrost-

"You know Rupert." Lucy yelled over the whirling of the helicopter. "I'm kind of impressed he lasted this long."

James Rhodes grinned tiredly at his friend, "So am I Marie, so am I."

The aircraft flew over the sand dune, kicking up particles of the irritating substance everywhere. They landed on a flatter part of the terrain in front of a dark figure that fell to his knees waving his arms. Rhodey and Lucy jumped out and fought through the slippery ground, coming to a stop in front of him.

"How was the 'fun-vee'?" Rhodes sarcastically asked his friend. Tony just smiled in relief. "Next time you ride with me ok?" James finished pulling him in for a one armed hug.

"Next time," Lucy scolded as she took her godson in for a hug as well, "listen to me when I tell you not to go somewhere will you?"

Tony laughed into her shoulder, "Nice to see you too, Arie."

-permafrost-

The airplane bringing the trio back to the states pulled up to an emotional Virginia 'Pepper' Potts and Harold 'Happy' Hogan. Lucy helped Tony down the ramp of the plane with Rhodey following after them.

"Watch your step." Rhodey called out.

"I got it." Tony rolled his eyes. Then, spotting the gurney he scoffed, "Are you kidding me with this? Get rid of that?"

Lucy nodded to the paramedics, "It's ok, I'm a doctor."

"Hmm. Your eyes are red." Tony remarked as they stopped in front of Pepper. "A few tears for your long lost boss?"

"Tears of joy." Pepper smiled, "I hate job hunting."

"Yeah, vacation's over." Tony limped over to the car.

"Hey, Ginger." Lucy greeted her godson's personal assistant.

Pepper gave her a tight hug, "It's been a long time, Arie."

"Where to, sir?" Happy questioned from the driver's seat.

"Take us to the hospital, please, Happy." Pepper began.

Tony interrupted, "No."

"No?" the red headed woman stared incredulously at him, "Tony, you have to go to the hospital."

"No is a complete answer." He wisecracked.

"The doctor has to look at you."

"I don't have to do anything. Besides, Arie, here is a doctor and she already looked at me."

Lucy gave him an unamused look from the front seat. "I'm not a _real_ doctor, Eddie."

Tony shrugged, "You know just as much. Listen, I've been in captivity for three months. There are two things I want to do. I want an American cheeseburger, and the other…"

"That's enough of that." Pepper shook her head, closing her eyes.

"Is not what you think. I want you to call for a press conference, now."

"Call for a press conference?"

"Yeah. Hogan, drive."

"What on earth for?"

"Cheeseburger first."

Lucy just laughed at their bickering, like an old married couple. Out of view of Tony and Pepper who continued to squabble in the back, she shared a conspiratorial grin with Happy.

-permafrost-

Flashes from the press flickered, unendingly as the crowd settled down to hear Tony speak.

"Phil." Lucy greeted as she sidled up to her old friend. They were standing in the very back, observing as the press conference sat down on the floor to appease the eccentric billionaire. "Do I need to ask why you're here?"

"Marie." He nodded still watching the frenzy of paparazzi, "Fury sent me. We need to debrief him."

"Hmm. He doesn't believe me, does he?" She kept her face stoic.

"It's not that." Coulson tried to console her, "We just need to make absolutely sure, he isn't working for them."

"I don't know everything that happened back there; but I know, there's more than meets the eye and it's not what Fury thinks." Lucy stared at her godson, trying to convince herself he was still alive and standing in front of her. "Besides, there are other forces at work here that I can't quite place my finger on. It's been bothering me for sometime now."

"I'll keep you posted." Phil remarked.

"In other news," Lucy turned to face him. "I'm in town for a bit, it's been awhile since we hung out. Lets go to the symphony." She looked back up at the stage as the photographers and reporters stood up shouting questions at the newly recovered genius, "There's a show I want to see. They're a group from Oregon, I heard the cellists are especially amazing."

"Sounds nice. When?"

"I'll keep you posted." Lucy repeated with a grin, walking away to find her troublesome godson.

-permafrost-

Anthony Edward Stark was like a son to her. Not biologically of course, but his biological parents were dead now. She was the only family he had left, and vice versa. He was a bright kid, still is actually. A kid that is. Bright? He could be… most of the time his actions seemed to imply otherwise.

He caught on quickly that she didn't age like a normal human would and asked her why his Aunt Arie didn't change like he did. So she told him of her past. As a child would, he thought it was a cool story, full of action and adventure. But they didn't mention it much. As he got older and they got closer to looking the same age, he stopped referring to her as 'Aunt' but still retained the affectionate 'Arie'. It was a wonderful experience watching him grow up. Like raising the child she could never picture herself having, not with out her partner. And he looked up to her as a mentor, a cherished member of his family.

She taught Eddie everything she could. His young impressionable mind was a dry sponge, soaking up every bit of knowledge she could impart to him. But she wasn't around much. He had is own parents, and she had missions to complete. Missions she never told him of, not really. Lucy and Howard didn't want to tell him about SHIELD, for his own protection. But he knew bits and pieces. He knew she was an agent of sorts, and that she traveled for her work, sometimes leaving for months without contact. But she always checked up on him and brought back gifts from her journeys.

Lucy didn't worry about him too much though; she had Ginger to watch over him in her stead. Eddie hadn't taken the process of finding his new personal assistant as seriously as he should have, obviously. Leaving Lucy to the task, she rifled through the applicants until she met the genuine character of Pepper Potts. That sort of sincerity she hadn't come across in a long time. Eventually, Tony and Lucy both formed strong attachments to the red headed woman, slowly integrating her into their little family. The same had been for Rupert. After a long time friendship with Tony, Lucy began to see James Rupert Rhodes as a sort of nephew as well, and their family grew.

-permafrost-

"He's all yours." Tony instructed dryly as he left the destroyed village. He had just finished saving what was left of the town from terrorists with his new suite when he was hit midflight from a shot by a tank. Shaking off the debris from his fall he stood up slowly blew up the enemy tank and demolished the Jericho missiles. Then proceeded to be on his way.

_ Meanwhile at the Edwards Air Force Base in California…_

"What the hell was that?"

"Are we cleared to go in there?"

"No, they were using human shields. We never got the green light."

"Put me through to State. They're going to be all over this."

"Get those monitors up!"

"We got a bogey!"

"Wasn't Air Force."

"We got the CIA on the line?"

"I've got Langley on the line. They want to know if it's us."

"No, it definitely was not us, sir."

"It wasn't Navy."

"Wasn't Marines."

"I need answers! Can I please get eyes on target?"

"Negative, negative. Cannot identify."

"Get me Colonel Rhodes from Weapons Development down here now!"

"We ran an ID check and cross-referenced with all known data bases. We have nothing."

Rhodey stared at the information, puzzled, "Any high altitude surveillance in the region?"

"We go an AWAC and a Global Hawk in the area."

"So this thing just appeared out of nowhere?" Rhodey asked, incredulously. "How come it didn't show up on radar?"

"Got a minimal radar cross-section, sir."

"Is it stealth?"

"No, sir, it's tiny. We think it's an unmanned aerial vehicle."

"Colonel, what are we dealing with here?"

"Let me make a call." Rhodes sighed.

"Hello?"

"Tony?"

"Who's this?"

"It's Rhodes. I've got you on a call with Arie."

"Nice to hear from you Rupert." Lucy greeted as she got out of the car and walked up to Tony's Malibu mansion. "Where are you Eddie? I'm at your house, thought we could grab a dinner."

"Sorry, hello?" Tony repeated.

"I said its Rhodes."

"Speak up, please."

"What in the hell is that noise?"

"Oh, yeah, I'm driving with the top down." Tony lied, and added to his aunt, "I'll be home soon Arie."

Rhodes shook his head and continued, "Yeah, well, I need both your help right now."

"It's funny how that works, huh?"

"Don't be rude Eddie." Lucy admonished him.

"Yeah, speaking of funny, we've got a weapons depot that was just blown up a few click from where you were being held captive."

"Well, that's a hot spot." Tony breathed out, "Sounds like someone stepped in and did your job for you, huh?"

"Why do you sound out of breath, Tony?" Rhodey examined suspiciously.

"I'm not, I was just jogging in the canyon."

"You're a horrible liar, Eddie." Lucy countered, entering the passcode to the house.

"I thought you were driving."

"Right, I was driving, to the canyon, where I'm going to jog."

"What about dinner?" Lucy pouted.

"We can go after my jog. How does sushi sound?"

"You sure you guys don't have any tech in that area I should know about?"

Lucy thought through her latest missions, "No, I keep all my stuff with me."

"Nope!" Tony responded quickly.

From the command center where Rhodes was standing someone yelled, "Bogey spotted! Whiplash, come in hot."

"Okay, good." Rhodes replied, "Cause I'm staring at one right now, and its about to be blown to kingdom come."

"That's my exit." And Tony disconnected from the other two.

**Ring! Ring! **"You hung up on me." Lucy accused. She was making her way down the stairs, down to Tony's personal lab.

"Yeah, well you're really not supposed to be talking on the phone while driving." Tony sardonically replied.

"Don't lie to me. You're not driving." She activated his desktop and studied his designs, "This doesn't have anything to do with the interesting plans I just found on your computer does it?" she hummed tapping her foot, tired of his games. "I'm redialing Rupert and you're going to tell him what's going on."

"You've got to be kidding me." Tony was falling through the air, tumbling around. He sighed, "Fine."

"Hello?"

"Hi Rupert, it's me again, Eddie has something to tell you."

"Hi, Rhodey, it's me."

"It's who?"

"I'm sorry, it is me." Tony groaned, "You asked, what you were asking about is me."

"No, see, this isn't a game." Rhodey mutter furiously into his phone, "You do not send civilian equipment into my active war zone. You understand that?"

"This is not a piece of equipment." Tony responded urgently, "I'm in it. It's a suite. It's me!"

Another officer from the command center turned to the Colonel, "Rhodey, you got anything for me?"

"On your belly! It looks like a man!" crackled out from the Whiplash communicator. "Shake him off! Roll! Roll!"

"I'm hit! I'm hit!"

"It's confirmed he has been hit."

"Punch out! Punch out!"

"Whiplash One Down."

"Whiplash Two, do you see a chute?"

"Negative! No chute, no chute!"

"My chute's jammed!"

"Sir, I've got a visual on the bogey."

"Whiplash Two, reengage. If you get a clear shot, you take it."

"Major we don't even know what we're shooting at." Rhodey said hesitantly, "Call off the Raptors."

"That thing just took out an F- inside a legal no fly zone. Whiplash Two, if you have a clear shot, take it!"

"You've been reengaged" JARVIS warned, "Execute evasive maneuver."

"Keep going!" Tony shouted.

"Good chute! Good chute!"

"Tony, you still there?"

"Hey, thanks." Tony said slightly out of breath.

"Oh my god you crazy son of a bitch."

"Watch your tongue, Rupert." Lucy reproached, still scrolling through the designs.

"Sorry." Rhodey laughed, "By the way, you owe me a plane. You know that right?"

Chuckling Tony scoffed, "Yeah, well, technically, he hit me. Now are you going to come by and see what I'm working on?"

"And you really should, Rupert. It's quite amazing if I do say so myself."

"No, no, no. The less I know the better." Rhodey shook his head, "Now, what am I supposed to tell the press?"

"Training exercise?" Lucy supplied.

"Isn't that the usual B.S."? Tony added, censoring himself for his aunt's sake.

"Hmm." Lucy agreed, "By the way let's get fondue. It's been awhile."


	34. Point of Origin

_S.H.I.E.L.D. Headquarters, Washington D.C. _

Lucy, Coulson, and Fury were currently congregated in the Director's office. She was showing the two SHIELD agents footage of Tony's chase with the F-22 Raptors, how he risked his life to save a pilot, and his attack on the Ten Rings.

"See." She paused the video, "I told you he wasn't working for them."

"Alright, Alright." Fury rolled his eyes at her tone. "What do you want us to do now?"

Lucy smiled smugly, "I think you should pay a little visit to Obadiah Stane. I've been watching his accounts, there's something funny going on." She grimaced at the thought of the slippery man, "I never liked him. But he was always so good to Howard." She sighed.

Coulson nodded, "I'll go." He said standing up and buttoning his suit, "Are coming as well?"

"No." Lucy looked out the window at the capital city, "I'm sure you can handle it. There's someone here I've been meaning to visit."

-permafrost-

There was always something slightly disconcerting about the all-consuming sterilized smell that accompanied every single hospital and health center. Lucy signed in at the front desk; they knew her well there. Placing the sticky name badge on her coat she made her way down the familiar halls until she came to one with a familiar name on the door.

Knocking softly to alert the inhabitance of her arrival she called quietly, "Peg?"

The former head of SHIELD looked up from her book at the intrusion. A smile lit up her face and she closed her book, "Lucy! Darling, how are you? It's been so long. How's Eddie?"

"I'm good, and Eddie is fine, up to no good as usual." She removed her coat and sat down on the bed side chair. "How are you feeling?"

"I'm as spry as ever, look at me." Peggy gestured to her bed ridden state with a sarcastic smile.

"Well you look as beautiful as ever, doll." Lucy patted her friend's hand, channeling the spirit of Howard. "Have you been thinking of anything interesting lately?"

"As a matter of fact I have." Peggy stared hard at her lonely friend.

"And what's that?"

"I agree with that Natasha you told me about, I think you need to get back out there."

Lucy groaned. Why did it seem like everybody in her life wanted to set her up?

_Flashback 1940s_…

"Hey Lu?"

"Hmm?" Lucy acknowledged her brother's question over her cup of coffee and engrossing book. "Yeah?"

"You…you'd tell me if you like, _liked_, anyone. Right?" Bucky stammered. He wasn't about to have _the_ _talk_, with his little sister; goodness knows she probably knows more about it than he does because of her various biology books. But that didn't mean he wasn't interested in knowing her preferences, even if it was only to intimidate anyone who would hurt her.

"What? Can you repeat that?" she finally tore her eyes away from the pages, not catching what he said.

"If you liked… I mean…" Bucky sighed and ruffled his hair, "What I'm trying to ask is, do you happen to _like_ any guy I should know about?"

"No."

"Okay." He paused then continued, "Any girls?"

"No."

"Alright then. But you'd tell me?"

Lucy sighed in exasperation, "Sure James, if I like someone I'll tell you."

"Good." he nodded pleased with himself, "By the way, Steve and I are going to the movies later, his date bailed, you want to join?"

"Again?" Lucy asked in disbelief shaking her head sadly, "Poor guy. Sure I'll come." Inside Lucy couldn't suppress the little bubble of happiness that Steve wasn't dating anybody. He was too good for those selfish girls that only judged him on his looks.

_Flashback 2000s…_

"What about Michael? From accounting?" Natasha was saying as she and Lucy spared at the SHIELD base. The Black Widow was good, but she was no match for a super soldier. "Tall, dark, and handsome?"

"No." Lucy ducked as Nat kicked over her head. "He doesn't like Benny Goodman."

"What about the one with the tattoo sleeve and the nose piercing?" Clint chimed in from the sidelines where he was cleaning his arrows.

"Jennifer?" Lucy prompted.

Clint nodded, "Yeah what about her?"

"She's a vegan, I don't know if I'm ready for that." Lucy grunted grabbing Natasha and putting her in a chokehold.

"Oh come on." Nat cried and signaled her defeat, "One day." She huffed standing up, "One day I'll win."

_Present day, Peggy's room…_

"Lucy?"

"Right." She jerked coming back to the present. "Sorry, you were saying?"

Peggy smiled, concerned for her old friend, "It's just, it's been such a long time, dear. I thought, maybe you'd be over that tape by now…"

_Not long after Lucy had woken up…_

Gone.

He was gone.

Lucy stared blankly at her two friends. "Come again?"

Howard and Peggy shared identical sympathetic looks.

"Do you want to hear the last recording?" Howard asked. "We saved it for our records."

"You don't have to if you don't want to." Peggy jumped in.

Lucy blinked then nodded, unable to form words with her throat so tight.

Static. Then a voice floated from the speakers.

"Come in. This is Captain Rogers. Do you read me?"

A tear escaped the corner of Lucy's eye. Her lip trembled. He sounded so close, but she knew that wasn't true.

"Captain Rogers, what is you…"

"Steve is that you? Are you alright?"

"Peggy! Schmidt is dead."

"What about the plane."

"That's a little bit tougher to explain."

"Uh, give me your coordinates. I'll find a safe landing site."

"There's not gonna be a safe landing. But I can try and force it down."

A sound of protest escaped her throat. Her hands trembled so much Peggy caught them in both of hers to try and ground Lucy in reality.

"I…I'll get Howard on the line. He'll know what to do."

"There's not enough time. This thing's moving too fast and it's heading for New York. I've got to put her in the water."

"Please, don't do this. We have time. We can work it out."

"Right now I'm in the middle of nowhere if I wait any longer, a lot of people are gonna die."

"That's enough" Lucy stood and slammed the tape, trying and failing to control the steady stream of tears down her face. It wasn't a pretty cry. It was a gut wrenching, all consuming, hiccupping, sob of a cry.

"I think you'll want to hear this last part, doll." Howard said gently, then reached over and continued the tape.

"Peggy, this is my choice… Peggy?"

"I'm here."

"As my final order, I command you to find Lucy."

Peggy's hysterical laugh could be heard followed by, "You can't give me orders."

"The hell I can, I'm a captain. And Peggy?"

"Yes."

"When you find her, tell her… tell her I'm sorry. And tell her…tell her… that I lov…"

Then static once again filled the silence. Lucy stood up and exited the room with out another word. They found her hours later sitting under a tree.

"You know," she addressed her friends as they sat down beside her, "the first time I realized I liked him we were sitting under a tree."

_Flashback 1940s…_

It was a beautiful spring day in Brooklyn. Flowers were blooming and bees were buzzing. Children were playing in the park and mothers chatted sharing the latest recipes back and forth. Lucy was reading under the dappled shade of a tree, sprawled out on a picnic blanket. Her hair was fanned like a halo around her as she held a book up to her face, lying on her back. The playful breeze kept blowing her unpinned curls into her face, obstructing her eyes.

Bucky was on a date with some girl and it had gone longer than expected. But Steve and Lucy didn't mind. The park was cool and peaceful. They could wait.

Finishing her chapter, Lucy closed her book and placed it on her stomach, turning her head to watch her friend. Steve was currently scribbling in his notebook, drawing some doodle or another. His brows were adorably furrowed as he concentrated on his art. He was biting his lip and using his fourth finger to shade in some lines. Pausing to consider the changes he just made he looked up and met her curious eyes.

"What are you drawing?"

"Nothing." He replied shifting the note pad higher so she couldn't see.

"Well its obviously not, nothing." She sat up, pouting. "Can I see?"

Steve hesitated, "Alright, but its not finished, and it's not very good." He stood up on his knees and moved next to her.

As he sat down, Lucy was enveloped by his presence, a warm homey feeling bubbled up inside her and they shifted closer so she could see. It was an unfamiliar feeling, but it wasn't unwelcome, it was pleasant. He held the book out to her as she took it. A faint blush crept across her face, "It's me." she paused.

Steve shifted, "It's not that good. I know."

"No. No. Its not that." She lifted a hand to touch the almost life like image. Almost life like, because the girl in the picture looked too beautiful to be her. The girl in the image had graceful arms and fingers and she delicately turned the page in her book. Instead of the wild hair Lucy was sure she had, the girl had almost glowing glossy locks. The charcoal defined her features giving her lines and curves she was sure she didn't have. She looked over at him and noted sarcastically, "I think you made me too pretty."

"Really?" Steve looked down at the drawing, "I don't think I did you justice."

_Present day, Peggy's room…_

"I don't think I'll ever be over that _tape_." Lucy replied grimly. It still hurt to say his name, so she avoided it at all costs. Her heart felt like it had never been unfrozen. The rest of her body might have woken up, but it was still lost in the arctic with the man she had given it too.

Peggy reached over and patted her hand, "I'm sorry darling." She blinked then looked up again, "Oh Lucy, darling. When did you get here? How are you, it's been so long since your last visit!"

She steeled herself and smiled squeezing her fingers, "Come now, Peg. You know I can't go too long without a visit with my best friend. The world is so boring now that you've retired. Tell me, what have you been thinking about in that great mind of yours."

-permafrost-

"Hey, you busy?" Tony requested of Pepper. "You mind if I send you on an errand? I need you to go to my office. You're going to hack into the main frame and you're going to retrieve all the recent shipping manifests. This is a lock chip. It'll get you in."

"This is Arie's." Pepper studied the thumb drive like device.

"Yeah, I'm…borrowing it." Tony shrugged, "Anyway, it's probably under Executive Files. If not, they put it on a ghost drive, in which case you need to look for the lowest numeric heading."

"And what do you plan to do with this information if I bring it back here?" Pepper questioned.

"Same drill." He replied, "They've been dealing under the table, and I'm going to stop them. I'm going to find my weapons and destroy them."

"Tony," she sighed, "you know that I would help you with anything, but I cannot help if you're going to start all of this again."

"There is nothing except this." He stated every word growing more heated, "There's nothing to sign. There's the next mission and nothing else."

"Is that so?" Pepper threw down the plug in, "Well, then I quit."

Tony turned to face her, his expression becoming serious; "You stood by my side all these years while I reaped the benefits of destruction. And now that I'm trying to protect the people that I put in harm's way, you're going to walk out?"

"You're going to kill yourself, Tony. I'm not going to be a part of it."

"I shouldn't be alive," he sat down heavily, "unless it was for a reason. I'm not crazy, Pepper. I just finally know what I have to do. I finally understand what Arie was trying to tell me all these years."

Pepper looked down at her phone as it vibrated, signaling a text message.

'Help him. Please. I'm in D.C. at the mo, be back soon. –Arie'

"Bringing out the big guns, huh?" Pepper raised her phone indicating the message from Lucy.

Tony smiled faintly, "I didn't actually, but you can't pull anything past her."

She took a deep breath picking up the lock chip, "You guys are all I have too, you know."

-permafrost-

"Marie?"

"Phil, get to Stark Industries as soon as you can. Ginger's there. I think she's going to need your help."

"What should I say?"

"Anything. It doesn't matter, she won't notice. Say you have an appointment. Sounds plausible enough."

"Alright. We're headed there now." Coulson hung up the phone as he pulled into the parking lot of Stark Industries. He saw Pepper walking down the stairs and sat down quickly as if he had been waiting. "Ms. Potts?" he called to her, "We had an appointment. Did you forget about our appointment?"

Pepper looked around frazzled, "Nope. Right now, come with me."

"Right now?"

"Yup. We're going to have it right now. Walk with me." Pepper turned her head slightly to see Obadiah watching from the floor above and she quickened her pace.

"Okay." Coulson agreed following her.

-permafrost-

Text Message:

To Marie: I'm with Pepper. We're going to arrest Obadiah. –C

To Phil: Good Luck. At least stall until Eddie gets there. –M

To Marie: You doubt us? –C

To Phil: No. I'm just looking through Project 16. Your little handguns won't stand a chance. –M

-permafrost-

Rhodey was reading from a teleprompter on the morning news, discussing the incident at Stark Industries. "There have been unconfirmed reports that a robotic prototype malfunctioned and caused damage to the arc reactor. Fortunately, a member of Tony Stark's personal security staff…" But no one was really listening.

"'Iron Man.'" Tony was reading the paper as Pepper touched up his makeup, "That's kind of catchy."

"It's got a nice ring to it." Lucy agreed fixing his hair.

"I mean," he continued, "its not technically accurate. The suit's a gold-titanium alloy, but its kind of evocative, the imagery, anyway."

Coulson walked in the room, "Here's your alibi." He stated handing the billionaire a set of notecards.

"Okay…" he flicked through the cards.

"You were on your yacht." Coulson continued, "We have port papers that put you in Avalon all night, and sworn statements from 50 of your guests."

Tony grimaced, "See, I was thinking maybe we should say it was just Pepper and me, alone on the island."

"That's what happened," Phil pressed on, ignoring the comment, "Just read it, word for word."

"There's nothing about Stane in here." Tony added.

"That's being handled, he's on vacation." Coulson gave a slight smirk, "Small aircrafts have such poor safety records."

"What about the whole cover story that it's a bodyguard?" Tony interrupted, "He's my… I mean, is that… that's kind of flimsy, don't you think?" he turned to his aunt for her opinion.

Lucy shook her head, "Just listen to the nice people, Eddie. I'm sure they know what they're talking about."

Coulson nodded, "This isn't my first rodeo, Mr. Stark. Just stick to the official statement, and soon, this will all be behind you. You've got 90 seconds." And he turned to leave.

"Oh, Agent Coulson?" Pepper stopped him, "I just wanted to say think you very much for all of your help."

"That's what we do." He replied graciously, "You'll be hearing from us."

Pepper smiled, "Right. From the Strategic Homeland…"

He jumped in, "Just call us SHIELD."

"Right." Pepper shrugged as the Agent exited the room. "Let's get this show on the road."

"You know," Tony started as he put on his suit jacket, "It's actually not that bad. Even I don't think I'm Iron Man."

"You're not Iron Man." Pepper responded.

"Am so."

"You're not." She tried again.

"Alright, suit yourself."

"Don't try and convince him otherwise, Ginger. " Lucy called from her position still watching the TV. "It only makes him happier that you're playing his little game."

"You know." Tony said, turning back to Pepper, away from his know-it-all aunt, "If I were Iron Man, I'd have this girlfriend who knew my true identity. She'd be a wreck, cause she'd always be worrying that I was going to die yet so proud of the man I'd become. She'd be wildly conflicted, which would only make her more crazy about me." he cleared his throat, "Tell me you never think about that night."

"What night?" Pepper questioned innocently.

"You know."

"Are you talking about the night that we danced and went up on the roof, and then you went downstairs to get me a drink, and you…" she trailed of becoming sarcastic, "left me there. _By myself._ Is that the night you were talking about?" Pepper finished dryly.

"Uh huh." Tony looked slightly ashamed.

"Thought so." Pepper straightened, "Will that be all, Mr. Stark?"

Tony stared at her, "Yes. That will be all, Miss Potts." And he rushed out of the room.

Lucy walked over to Pepper and linked their arms as they observed the television. "I'm sorry Ginger." She consoled the other woman, "Sometimes I wonder if a little too much of Howard rubbed off on him. But in the end, Howard always did make it right."

Pepper smiled at her friend as the two watched the press conference from the green room.

Tony was rambling on, "Its one thing to question the official story, and another thing entirely to make wild accusations, or insinuate that I'm a superhero."

"I never said you were a superhero." A reporter countered.

"Didn't?" Tony clarified, "Well, good. Because that would be outlandish and fantastic..." he cleared his throat and carried on speaking at a louder volume, "I'm just not the hero type. Clearly. With this laundry list of character defects, all the mistakes I've made, largely public."

Rhodey leaned over to his friend, "Just stick to the cards, man." He whispered in Tony's ear.

"Yeah, okay. Yeah." Tony gathered himself looking at his cards. "The truth is…" he paused and set down his cards defiantly. "I am Iron Man."


	35. Palladium

"Just let me in the house, Agent Zero." Fury grumbled into the phone. He was currently waiting outside the Stark's Malibu mansion.

"Why should I?" Lucy rebutted, smirking from the window of her bedroom. She could just make out the dark from of the Director in the waning moonlight. "It would be more fun for me to watch you struggle."

"Marie." He warned.

"Fine. Fine." She grumbled hacking into the Stark security system, making it look as if SHIELD had infiltrated JARVIS. "Take away all my fun."

The alarm activated allowing Fury to enter the premises. "Thank you." He said into the speaker.

"Yeah, yeah." Lucy replied, "Just, don't tell him about me yet."

"I won't."

"Good night, Nicholas."

"Good night, Agent Zero." And the line disconnected.

She could hear a door open from down the hallway. Peaking her head out she questioned, "Eddie? Is something the matter?" she referred to the soft beeping that resonated through out the estate.

"I'm sure its fine, Arie." Tony pushed her back into her room whilst looking around for anything suspicious. "I'm just going to go down and do a quick check on JARVIS. Go back to sleep."

She smiled, always so protective her godson, "Alright. Good night, don't stay up too late." And she kissed his cheek in parting, if only he knew what was waiting for him downstairs.

"Night." Tony waved, shutting her door softly.

He turned back to the rest of the dimly lit house and proceeded down the stairs. "JARVIS?" he called.

"Welcome home, sir…" the AI system was malfunctioning.

Tony walked a few more feet into the living room until he saw a figure, illuminated only by a single lamp.

"'I am Iron Man.'" The unidentified man quoted, "You think you're the only superhero in the world? Mr. Stark, you've become part of a bigger universe. You just don't know it yet."

Tony squinted into the darkness, "Who the hell are you?" he looked toward the stairs where his aunt was sleeping, then back at the figure, assessing whether or not he was dangerous.

"Nick Fury." The shape replied walking into the light, "Director of SHIELD. I'm here to talk to you about the Avengers Initiative."

-permafrost-

_Stark Expo – Flushing, New York 2011_

Lucy had never actually been to a Stark Expo. She hadn't thought it necessary, usually she was present for the development of all the new products, or she had a hand in designing them. She didn't like to venture into the public; crowds had gotten rowdier since her day. This was supported by the screaming masses in the arena, waiting for the arrival of their hero. Lucy watched from the side of the stage. The line of dancing girls reminded her of a show she had seem many years ago. But instead of sporting the classic red, white, and blue they were wearing the lights signature to the Iron Man suit. And of course, the outfits, if they could be called that, had gotten a lot more risqué.

"Tony! Tony! Tony! Tony!" they screamed as he flew in and landed with a resounding thud. The stage converted into metal arms, disassembling in the suite and revealing the cocky man she called her unofficial son. Finally released from the confines of the suit, he raised his hand in greeting, the audience screamed louder at being acknowledged.

"Oh, its good to be back." Tony clapped along with the horde, smiling at their enthusiasm. "Did you miss me?"

"Blow something up!" a man from the crowd yelled.

"Blow something up?" Tony reiterated, "I already did that." He waved like it was nothing. Then pausing for dramatic effect he continued, "I'm not saying that the world is enjoying its lonest period of uninterrupted peace in years because of me. I'm not saying that from the ashes, of captivity, never has a greater phoenix metaphor been personified in human history." He spread his arms out in comparison with his words, mimicking a bird's wings.

"Always so humble, my Eddie." Lucy muttered under her breath as she crossed her arms and regarded the world's newest superhero.

"I'm not saying that Uncle Sam can kick back on a lawn chair, sipping on an iced tea because I haven't come across anyone who's man enough to go toe-to-toe with me on my best day." Tony was saying.

"Uncle Sam…psh…Don't tempt me." she rolled her eyes.

"I love you, Tony!" somebody else yelled.

"Please, its not about me. Its not about you." he shook his head, It's not even about us. It's about legacy. It's about what we choose to leave behind for future generations. And that's why for the next year and for the first time since 1974, the best and brightest men and women of nations and corporations the world over will pool their resources; share their collective vision, to leave behind a brighter future. It's not about us. Therefore, what I'm saying, if I'm saying anything, is welcome back to the Stark Expo. And now, making a special guest appearance from the great beyond, to tell you what it's all about, please welcome my father, Howard." And he walked off stage.

Lucy straightened losing her crossed arms, her eyes widening, "Howard?" So caught up in seeing her old friend for the first time in years she didn't think to go and catch her godson.

The screen cracked with the premastered video and audio of a film made long ago. "Everything is achievable through technology." Howard was saying as he moved across the large screen, "Better living, robust health, and for the first time in human history, the possibility of world peace…"

"Oh, Howard." Lucy smiled nostalgically, "If only you could see your son now. You and Maria would be so proud."

"So from all of us here at Stark Industries," screen Howard continued, "I would like to personally introduce you to the City of the Future. Technology holds infinite possibilities for mankind, and will one day rid society of all its ills. Soon, technology will affect the way you live your life every day. No more tedious work, leaving more time for leisure activities and enjoying the see life. The Stark Expo. Welcome." The crowd cheered again.

Lucy's phone vibrated from her back pocket. Touching the screen she opened a new text message.

To Arie: Sorry we couldn't catch up. I've just been subpoenaed. –T

She sighed, and here she thought she was going to have a relaxing weekend off.

To Eddie: Where and when. –M

To Arie: D.C. Wanna race? –T

To Eddie: I always win. –M

To Arie: Not this time. I got a head start. –T

To Eddie: That's what you think. –M

-permafrost-

"I can't believe it." Tony shook his head getting out of his speedy little sports car. Lucy was leaning against the entrance to the hotel she had booked for him.

"Believe it." She smirked then stood up and went to hug him. "Good luck tomorrow. I'll see you back in Malibu."

"Fine." Tony grumbled like a little kid. "Have a safe trip."

"Watch yourself tomorrow, Eddie." she warned, "They're getting annoyed with your little wisecracks."

She didn't accompany him into the actual Senate Armed Services meeting. After all, she was a ghost. Technically being considered dead caused her to avoid all unnecessary government contact.

Text message.

To Eddie: You called the committee 'ass-clowns'?! On national television?" –M

To Arie: Yeah…in my defense they were being asses. –T

To Eddie: Oh Eddie… Also I'll be gone for a few days. I'll see you when I get back. –M

Lucy was currently looking through the files on Tony's personal drive.

'Blood toxicity 24%' it read. The palladium core used in the arc reactor was poisoning his blood. "Eddie." She breathed out in disbelief, "What have you gotten yourself into."

Picking up her phone she dialed a well-known number, "Nicholas. I need to borrow Talia."

"Do I want to know?" Fury answered from the other side.

"Tony has gotten himself into a spot of trouble. I'm going to be on a short mission. I need her to watch over him."

"Why should I call her in?"

"Don't act like you haven't been watching him." She scoffed, "This way, we'll both have answers."

-permafrost-

Natasha, currently undercover as Natalie Rushman a notary public, was in her car. She was on her way over to Stark's mansion to deliver some documents. Tony was handing over his company to his former assistant Pepper Potts. "You know," she spoke into the car's Bluetooth speaker on the phone with Lucy, "this is probably the easiest mission I've had in awhile."

"Consider it a vacation." Lucy grinned. She too had Talia on speakerphone to have her hands free. They were at opposite ends of the spectrum now. Natasha in Malibu while Lucy was in D.C. down in the SHIELD labs. Sometimes Fury let her use them when she needed more equipment.

"Really though." Natasha continued, "The hardest thing I've had to do so far is slip a pill into someone's coffee so I could deliver these papers."

"Who?" questioned Lucy as she mixed a test tube with a glass stir stick, testing its consistency.

"Samantha, I think her name was. Samantha Carlisle." Nat turned into the spacious driveway, "Thanks for those by the way. They worked like a charm. She vomited everywhere."

"You're welcome." Lucy replied wafting the chemicals toward her face. It just wasn't right yet.

"I've got to go, I'll tell you how it went later." Natasha said as she put the car in park.

"It'll be easy." Lucy laughed, "You're pretty and I think he has a thing for red heads."

"Talk to you later, Ree."

"Bye, Talia."

-permafrost-

Lucy tried to control herself but she was snickering too hard. Her eyes were watering with amusement. "Wait, wait, wait. He did what now?"

"He had Happy give me a boxing lesson." Natasha smiled, reliving the story for her friend.

"And what did you do?"

"He was going to hit me what was I supposed to do?"

The only thing that could be heard from Lucy's end was another bout of giggles. When she finally calmed herself enough to speak she said, "Oh, Happy. I wish I could have seen his face." She sighed trying to stop the pain in her stomach from laughing so long. "But the profile worked and everything?"

"Yeah." Nat nodded as she pulled away from the mansion, "I'll probably be getting a call in a few days when he finally convinces Pepper."

"Hold on I've got another call," she checked the caller ID. "Got to go Talia, my godson calls. We'll speak soon."

"Alright, bye."

Lucy hung up and answered the other incoming call, "Eddie."

"Arie!" he greeted exuberantly, "I've got you on speaker with Pepper."

"Hello, Ginger." She addressed the other woman.

"Hey, Arie." Came the tired sound of Pepper's voice.

"To what do I owe this pleasure, Eddie?" she questioned even though she already had an idea of what this conversation was going to be about.

"Settle something for us." Tony replied, "As you know, Pepper's CEO now."

"That's right. Congratulations, dear. Your present is in the mail, it should be there in a few days."

"You didn't have to…" Pepper tried to speak before Tony interrupted.

"As I was saying. I need a new assistant and I've just found the one I want, but Pepper here won't let me have her."

"Yes." Pepper sighed, "And as I was saying earlier, I've got three excellent potential candidates lined up to meet you." She told him then to Lucy she said, "We don't mean to bother you with this trivial thing. I know you're really busy. Honestly, Tony, what were you thinking you know when she's off on business she can't usually talk with us."

At the same time Tony spoke over her, "What was I thinking? What do you mean what was I thinking? I was thinking I'm a grown man who should be able to make his own decisions. So I brought in my Aunt to tell you that. Isn't that rights?" he looked toward his phone.

"It's alright Gin," Lucy tried not to laugh at their squabbling, "I'm sure if something goes wrong you'll have the almost immeasurable joy of telling him 'I told you so'."

"See!" Tony turned to Pepper smiling at the support before he processed what she just said, "Wait…"

"Talk later, Eddie. Got to run. Bye!"


	36. Take the edge off

"Talia?" Lucy greeted.

"What is it Romanoff?" Fury questioned.

"We've got a problem." Natasha shouted into the phone as the sounds of the fight rang out behind her. Tony's home was currently being blown to smithereens as Iron Man and War Machine battled it out in their suits. If they continued at the pace they were going, soon nothing would be left but a smoking pile of ashes.

"We'll be there tomorrow morning." Lucy sighed as she packed up her equipment. She had only managed to concoct a few vials of the palladium antidote, enough for now.

"Try and contain the mess until we get there." The Director added.

-permafrost-

The next morning dawned bright and early. Fury and Lucy had just flown in to Malibu from SHIELD headquarters in Washington D.C.

"Where is he?" Fury asked Natasha as they exited the plane and made their way down the stairs to the waiting car.

"I'm pulling up his tracking information…" Nat began.

Lucy interrupted, "No need. I know where he is, he's got a hangover." The trio climbed into the car. "Randy's Donuts, please." She informed the driver, "I know the way."

-permafrost-

"Sir!" Fury shouted at the form of Tony Stark, contentedly lounging in the middle of a giant donut while simultaneously eating one.

Tony just looked at him from his perch, adjusting his sunglasses to see the Director clearly.

"I'm gonna have to ask you to exit the donut." Fury finished his hands on his hips before nodding toward the donut shot and walking inside.

Tony sat in the booth opposite of Fury. "I told you I don't wanna join your super-secret boy band." He leaned tiredly against his arm, shielding his face from the irritating morning sunlight.

The Director scoffed, "No, no, no. See, I remember, you do everything yourself. How's that working out for you?" he took a sip of coffee from a disposable paper cup.

"It's…it's…its…" Tony stalled for time about to sip from his own cup. "I'm sorry. I don't wanna get off on the wrong foot." He observed the Director from under his red sunglasses, "Do I look at the patch or the eye?" he paused pointing, "Honestly, I'm a bit hung over. I'm not sure if you're real or if I'm having…"

"I am very real." Fury leaned in, "I'm the realest person you're ever going to meet."

"Just my luck." Tony glanced around the shop, "Where's the staff here?"

"Oh, that's not looking so good." Fury motioned to Tony's neck, which was exposed as he searched the store for other inhabitance. Pale silver blue lines were creeping up his neck, evidence of his failing condition.

"I've been worse." Tony lifted the cup to his lips.

Footsteps could be heard approaching the pair seated at the booth, "We've secured the perimeter," Natasha notified her boss, "but I don't think we should hold it for too much longer."

"Huh." Tony stared at Black Widow. She was dressed in her SHIELD uniform, a skin tight and sturdy black material that including a gun strapped to her side. "You're…fired." He muttered as he took off his glasses and rubbed his head.

"That's not up to you." She quipped back.

"Tony, I want you to meet Agent Romanoff." Fury introduced the pair.

"Hi…"

"I'm a SHIELD shadow." Nat spoke, right to the point as she sat down next to the Director. "Once we knew you were ill, I was tasked to you by Director Fury."

Tony grumbled, "I suggest you apologize."

"You've been very busy." Fury ignored the annoyed billionaire, "You made your girl your CEO, and you're giving away all your stuff. You let your friend fly away with your suit." He listed in disbelief, "Now if I didn't know better…"

"You don't know better." Tony snarked, "I didn't give it to him. He took it."

"Whoa, whoa, whoa. Wait, no. He took it?" Fury gestured sarcastically, "You're Iron Man and he just took it? The little brother walked in there, kicked your ass and took your suit? Is that possible?" he turned to Natasha.

"Well, according to Mr. Stark's database security guidelines, there are redundancies to prevent unauthorized usage."

Tony sighed, "What do you want from me?"

"What do we want from you?" Fury repeated, "Nah uh uh. What do you want from me?" he corrected, "You have become a problem, a problem I have to deal with. Contrary to your belief, you are not the center of my universe. I have bigger problems than you in the southwest region to deal with." He looked up to Lucy who had walked in the room with the shot to give Tony, "Hit him."

"AHH!" Tony jerked as he was injected with the antidote, "Oh god. Are you going to steal my kidney and sell it?" turning his head she saw who it was that hit him, "Arie?" he questioned, startled at the sudden appearance of his aunt, "What are you doing here? You work for them? What did you just do to me?" he rubbed the needle site.

"What did we just do for you." Fury restated watching as the little blue lines receded from Tony's neck.

"No I don't work for them and that," Lucy explained as she sat down next to Tony, "was lithium dioxide. It's going to take the edge off."

"We're trying to get you back to work." Fury added.

"Give me a couple of boxes of that, I'll be right as rain." Tony shifted feeling slightly better than he did a few moments before.

"Oh no." Lucy shook her head and wagged her finger at him, "Do you know how long this took me to make? Anyway, it's not a cure. It just abates the symptoms."

"Doesn't look like its going to be an easy fix."

"Trust me, I know. I'm good at this stuff." Tony growled, "I've been looking for a suitable replacement for palladium. I've tried every combination, every permutation of every known element."

The Director looked over to Lucy, "You wanna tell him?"

"Eddie." She patted his arm, "I'm here to tell you, you haven't tried them all."

-permafrost-

"How nice of you to show up, Phil." Lucy stated to the figure that stopped beside her. She was currently watching Fury and Tony converse a few feet in front of her. "How was Portland? The cellist doing ok?"

"She's great actually. She sends her regards." Coulson smiled as they listened in on the conversation happening before them.

"That thing in your chest." Fury was telling Tony, "is based on unfinished technology."

"No, it was finished." Tony shrugged, "It's never been particularly effective until I miniaturized it and put it in my…"

"No." Fury corrected, "Howard said the arc reactor was the stepping stone to something greater. He was about to kick off an energy race that was going to dwarf the arms race. He was on to something big, something so big that it was going to make the nuclear reactor look like a triple-A battery."

"Just him?" Tony scoffed pouring himself a drink, "Or was Anton Vanko in on this, too?"

"Anton Vanko is the other side of that coin." Fury sat up and took a glass from himself, "Anton saw it as a way to get rich. When your father found out, he had him deported. When the Russians found out he couldn't deliver, they shipped his ass off to Siberia and he spent the next 20 years in a vodka-fuelled rage. Not quite the environment you want to raise a kid in, the son you had the misfortune of crossing paths with in Monaco."

Tony leaned in, "You told me I hadn't tried everything." He looked up as Lucy approached the two men and rested her hadn on his shoulder. "What do you mean I haven't tried everything? What haven't I tried?"

Fury shrugged, "He said that you were the only person with the means and knowledge to finish what he started. And you've got Marie here to help you."

"He said that?" Tony looked back and forth between his aunt and the Director.

"Uh huh. Are you that guy? Hmm? Are you?" Fury sat up, "Because if you are, then you can solve the riddle of your heart."

Tony shook his head, "I don't know where you're getting you information, but um... he wasn't my biggest fan."

Lucy looked down at him and frowned, "What do you remember about your dad?"

"He was cold, he was calculating. He never told me he loved me. He never even told me he liked me, so it's a little tough for me to digest what you're telling me he said the whole future was riding o me and he's passing it down. I don't get that. You're talking about a guy whose happiest day was when he shipped me off to boarding school."

"That's not true." Fury countered.

Lucy shook her head sadly, '_Oh Howard. Always so brilliant in every way except for when he tried to express his emotions.'_

"Well, then, clearly you knew my dad better than I did. Arie here," Tony patted her hand, "was more of a parent than he ever was and she only came around every so often."

"As a matter of fact, I did." Fury checked his watch as two other agents came into view lugging a large silver case. "He was one of the founding members of SHIELD."

"What?" Tony asked startled.

"I've got a 2 o'clock." Fury responded standing up.

"Wait, wait, wait, wait." Tony stood up as well holding out his arms as he tried to slow down what was happening. "What's this?" he nodded toward the case.

"Something I've had for a long time." Lucy replied looking at the item she had almost forgotten about.

"Okay, you're good right?" Fury asked Lucy and Tony.

She nodded.

"No, I'm not good."

"You got this right? Right?"

"Got what?" Tony cried in confusion, "I don't even know what I'm supposed to get."

Fury continued ignoring his panicked expression, "Natasha will remain a floater at Stark Industries with her cover intact." He picked up his black trench coat and put it on, "You remember Agent Coulson, right?" he looked over as Coulson approached.

"Yeah." Tony replied hesitantly.

"Oh and Tony, remember," the Director warned pointedly, "I've got my eye on you." Then he was gone.

"We've disabled all communications." Natasha told an exasperated Tony, "No contact with the outside world. Good luck." She finished walking away.

Tony looked around at his destroyed house waving his arms in frustration. "Please." He turned to Coulson. "First thing, I need a little bodywork. I'll put in a little time at the lab. If we could send one of your goon squad down to the Coffee Bean, Cross, Creek, for a Starbucks run, or something like that, that'd be nice."

"I'm not here for that." Coulson smiled before continuing with a thinly veiled threat, "I've been authorized by Director Fury to use any means necessary to keep you on premises. If you attempt to leave or play any games, I will tase you and watch Supernanny while you drool into the carpet. Okay?"

"I think I got it, yeah." Tony nodded quickly.

"Enjoy your evening's entertainment." Coulson finished with a smirk before walking away to check the perimeter.

Tony turned back to Lucy, "So," she grinned as she picked up the silver case, "shall we begin?"

-permafrost-

"First things first." Lucy set down the heavy case in the middle of Tony's basement workshop. "I'll get the coffee started." She walked off into the partial kitchen on the side of the room.

Tony had followed her down in a daze. He sat down heavily near the box and stared at it, running his fingers over the lettering that spelled out, 'Property of H. Stark.' He looked over toward Lucy who was bustling about with a coffee pot. "I still don't understand." He called over to her, causing her to pause in her actions. "Why me? Why not you? And how do they know you?"

Lucy sighed and turned on the machine. "Do you remember you Aunt Peggy?"

"Yeah the one in D.C.?"

"Hmm, you should visit more. She misses you, even if she doesn't remember it." Lucy smiled sadly, "Anyway. When I was… hibernating shall we say, your father and Peggy started SHIELD. They wanted to protect people, to save lives. And they did quite well too. When I woke up they were well established in their field. They even asked me to join, but I always refused. I had other things to do."

"What things?" Tony questioned curiously.

"You don't need to know." Lucy smirked, "No one knows, but me. Anyway, when your father caught Vanko and had him deported, he and I destroyed most of the notes on the arc reactor and our little discovery. We left a few clues, for when a time came that was safe to bring it out again. Howard made me promise I wouldn't develop it, that I would save it for the right time, that I would save it for you, when I thought you were ready and when you needed it most."

"And what makes you think I need it now?" Tony retorted.

She frowned at him as she poured them two cups of coffee, "When I ready your blood toxicity report. I'm not going to let you die, Eddie, not without exploring every single option."

Tony thanked her for the cup, "Are you going to help me?"

"I'm sure you don't really need my help, how will you learn if you don't do things yourself? But I'll be here to watch." She grinned, "You're my evening's entertainment."

Tony rolled his eyes, "Lovely." It was like he was five again first learning to build a computer. Turning to the case he popped open the lid, "Let's see what we've got."

The first item in the case was blueprints for the arc reactor, but they weren't necessary, Tony had memorized how to make them. Next were newspaper clippings from the Vanko scandal. And thirdly, were film rolls.

"Play them." Lucy suggested.

So he got out the film player and started the tape. It was a recording from when his father did his introduction to the Stark Expo. As the take played, Tony flipped through a few of the old notebooks.

"…Better living, robust health and for the first time in human history, the possibility of world peace…I'm Howard Stark, and everything you'll need for the future can be found right here…City of the Future? City of Tomorrow? City of…" Howard shook his head and went back to the beginning to do another take, "I'm Howard Stark, and everything you'll need in the future can be found right here. So, from all of us at Stark Industries, I would like to personally…" he trailed off noticing his son playing with the delicate pieces of the city model, "Tony what are you doing back there?" he asked frustrated, "What is that? Put that back. Put it back where you got it. Where's your mother? Maria?" he called irritated.

Lucy came into frame still looking exactly the same, "Maria's on the night shift Howard." She explained, then to Tony she cooed, "Come on Eddie, let's go play somewhere else, your father's being a bit grouchy." And she shot her friend a glare.

Howard sighed, "Go on. Go, go, go, go." He ushered as they moved off screen. "Alright, I think we got the um… I'll…I'll…I'll come in and… are you waiting on me?" he cleared his throat starting again, "So, from all of us at Stark Industries, I'd like to personally show you… huh… I can't… we have this don't we? This is a ridiculous way… everything is achievable through technology…" and the screen cut to black.

Tony let out a sigh at the useless tape and took another sip of his coffee, then rubbed his eyes.

"Watch." Lucy commanded, "This part is important."

Howard had come back on screen, only this time the fancy lights weren't on. His suit jacket was off, this tie loosened, and his hair was disheveled. He looked drained, very much unlike the professional and energetic Howard they had just been watching a few moments prior. "Is it recording?" Howard asked someone off screen.

"Yes." Past Lucy replied from the video.

Howard nodded, "Tony." He called, causing present day Tony to look up. "You're too young to understand this right now, so I thought I would put it on film for you. I built this for you." He gestured to the model city, "And someday you'll realize that it represents a whole lot more than just people's inventions. It represents my life's work. This is the key to the future. I'm limited by the technology of my time, but one day you'll figure this out. And when you do, you will change the world. What is and always will be my greatest creation, is you." He finished with a proud smile, and then the video cut out.


	37. Badassium

Text message.

To Talia and Phil: Eddie and I are heading to Stark Industries. I'll watch over him. Phil can you come pick me up? I'm going to let him work alone for a bit. –M

To Marie: Be there soon. –C

-permafrost-

Lucy looked up from her phone as the two seated silver convertible started to slow down. They were approaching a produce stand on the side of the road. The man stood up from his chair beside his makeshift fruit store in the back of his truck.

"How much?" Tony asked looking in his wallet.

"6 dollars. $6." The man held up a box of gorgeous ripe strawberries.

"Uh. I don't have any dough." Tony replied looking around, then spotting his expensive watch, he went to take it off.

Lucy rolled her eyes, fishing out her own wallet she handed the man a $20. "There you go, keep the change."

"No, that's…" the man protested.

"No, it's fine. Take it." She insisted smiling.

"Thank you." He nodded handing her the fruit, and then taking a closer look at Tony he asked, "Are you Iron Man?"

Tony shivered as she took the box "Sometimes."

She smirked over at her godson, Eddie never did like anybody handing him things. "And thank you." She waved good-bye to the nice man.

"We believe in you!" he yelled after them.

"Do you want to explain to me why you just made me buy you strawberries?" she questioned taking a bite of the juicy fruit. "You don't even like strawberries, your favorites are blueberries."

"They're for Pepper." He replied quietly as they sped quickly along the hot Californian freeway.

"Gin?" she looked over at him confused, "You know she…" Lucy sighed, "Nevermind." He would find out soon enough.

-permafrost-

Pepper was on the phone with an important business partner when her secretary walked in. "It was an illegal seizure of trademark property…" she was saying.

"Miss Potts?" came a nervous voice from the doorway.

"Relax." Tony consoled the flustered PA. An amused Lucy followed behind him, munching on the few strawberries she'd managed to grab before he took away the box.

"Mr. Stark is here." She continued looking back and forth between her boss and the intruder. "He refuses…"

"I don't." Tony walked around her into the office, "It's fine. I'll just be a second. You are excused thank you very much."

"It's alright Linda." Lucy comforted the anxious woman, "Strawberry?" she held up the last one in the palm of her hand.

Linda gave her a strained smile and took the peace offering, slowly closing the door behind them.

Pepper gave her unwelcome guests a glare as they walked about the room, "Listen, its our position that Stark has and continues to maintain proprietary ownership of the Mark II platform."

Lucy went over to the TV on the wall that was playing the news. The reporter was saying, "When Mr. Stark announced he was indeed Iron Man he was making a promise to America…"

"No, the suite belongs to us…" Pepper announced sternly.

"…we trusted that he would look out for us…" crackled the screen.

Pepper sighed frustrated, "Yeah, but you're not…Burt…Burt…"

"…he obviously did not. And now, we learn that his secretary a woman named Virginia 'Pepper' Potts, has been appointed as CEO of Stark Industries. What are her qualification?" the reporter continued snidely. "Miss Potts is doing nothing to manage this terrible…"

"Mute." Lucy commanded harshly, Pepper didn't need to hear this poisonous trash.

"No." Pepper retorted, "Burt…Burt listen to me. Don't tell me that we have the best patent lawyers in the country and then not let me peruse this."

Tony was walking around, observing the pristine office. Everything was clean and polished, very Pepper. Except for the junk sitting in the corner by the door of Tony's old stuff. "I'll get this stuff out of here soon." He motioned.

"Well, then, tell the president to sign an order." Pepper eyed his movements suspiciously as he tinkered with the items.

Pulling aside a great white sheet he exposed the city model from Howard's 1974 Stark Expo introduction video.

Lucy pulled out a chair in front of Pepper's desk and motioned Tony to join her.

"We'll talk about it at the Expo." Pepper was saying, "Hammer's giving some presentation tomorrow evening." She paused looking up at him, "Will Tony Stark be there?"

"Will I?" Tony asked grabbing another chair.

"No, he will not. Bye."

"I would like to be." He said at the same time Pepper slammed the phone down. "Got a minute?" he sat down.

"No." Pepper deadpanned.

"Come on, you just got off the phone." He reproached.

"Fine, 30 seconds." She replied checking her watch. "29, 28."

"Ok." Tony sat up flustered, "I was just driving over here, and I thought I was coming to basically apologize, but I'm not."

"Oh." Pepper sat back in her chair, "You didn't come here to apologize?"

"Look, that goes without saying, and I'm working on that." He took a deep breath, "But I haven't been entirely, uh, upfront with you, and I just want to try to make good…" he trailed off distracted, "Can I move this? This is crazy." He pointed to a perpetually spinning weight and balance contraption on her desk. "It's like a Ferris wheel going… and I'm trying to get some."

"No." Pepper shook her head annoyed.

Lucy groaned this was going nowhere. "Take my seat Eddie." She asserted, standing and going over to inspect the city model she helped create, leaving the couple to sort out their problems. Howard didn't have the patience to sit by himself and glue tiny trees and benches to a huge board, who else could he rope into helping him?

Tony shifted to the other side of the desk and started again, "Do you know how short life is?" he placed his hands on the desk leaning in earnestly, "And if I never got to express…and by the way," he added as a side note, leaning his head on his hand, "this is somewhat revelatory to me. And I don't care… I mean, I care. It would be nice. I'm not expecting you to… look, here's what I'm trying to say. I'm just going to say it."

"Let me stop you right here, okay?" Pepper interjected.

"Uh hmm." Tony nodded.

"Because if you say 'I' one more time, I'm actually going to hurl something at your head, I think."

"There were a lot of them." Tony agreed.

"I am trying to run a company." Pepper leaned onto her desk seriously, "Do you have any idea what that entails?"

"Yes."

"People are relying on you to be Iron Man and you've disappeared, and all I'm doing is putting out your fires and taking the heat for it."

Tony couldn't sit still. He wasn't good with emotions, or being in the wrong. He opened and closed his mouth several times trying to establish a point and failing. Picking up a random object he tapped it against the table until it flew out of his grasp.

Pepper came to an abrupt stop in her speech, catching the item, "I am trying to do the job that you were meant to do." She paused noticing for the first time the box of fruit on her desk, "Did you bring me strawberries?" she scoffed, "Did you know that there's only one thing on earth that I'm allergic to?"

"Allergic to strawberries." Tony concluded rubbing his head. "This is progress, Pepper." He clasped his hands together, "I knew there was a correlation between you and this…"

"I need you…" she began.

"I need you too!" Tony sat up, "That's what I've been trying to say…"

"To leave." She finished, "now."

From the other end of the office, the door clicked open and a tentative voice was heard, "Miss Pott?" Natasha as Natalie requested.

"Hi, come on in." Pepper welcomed.

"Wheels up in 25 minutes." Natasha notified walking toward the desk holding out a paper for Pepper to sign.

Happy nodded to Lucy who was still standing in the corner. Turning to Pepper he asked, "Anything else, boss?"

"I'm good, Hap." Tony replied unthinkingly.

At the same time Pepper said, "No, I'll just be… another minute."

The room fell into a tense pregnant pause.

"I lost both the kids in the divorce." Tony laughed raising his hands in disbelief. "Nothing?" he questioned looking for a response to his joke. Lucy and Happy both shook their heads, "No?" He cleared his throat trying to recover, "Are you blending in well here, Natalie?" he addressed Natasha pointedly, "Here at Stark Enterprises? Your name is Natalie, isn't it?"

Natasha gave him a sharp glare that went unseen by Pepper. Lucy laughed quietly to herself.

"I thought you two didn't get along." Tony pointed between the undercover spy and his CEO.

"No. That's not so." Pepper answered handing Natasha the completed documents.

"Ah." Tony nodded in understanding, "It's just me you don't care for."

"Actually while you're here," Pepper stood up retrieving her coat and other belongings, "maybe you and Natalie could discuss the matter of the personal belongings."

"Absolutely." Natasha smiled as Pepper walked out the door with Happy trailing behind her.

"I'll see you later, Arie." Pepper waved on her way out.

"Bye, Gin." Lucy nodded to her friend as she left then moved to stand by Tony.

Natasha was gathering the last few documents she needed, "I'm surprised you can keep your moth shut." She ridiculed as the door shut.

"Boy, you're good." Tony praised, "You are mind-blowingly duplicitous. How do you do it? You just ear things…" he paused coming upon a revelation, "You're a triple imposter." Then he whispered as if sharing a secret, "I've never seen anything like you. Is there anything real about you?" he continued remembering something, "Do you even speak Latin?"

"_Fallaces sunt rerum species_." She replied walking toward the exit.

"Which means?" Tony yelled after her, turning his chair around to follow her movement, "Wait. What? What did you just say?"

Natasha stopped and snapped at him, "It means you can either drive yourself home or I can have you collected."

Tony smirked, impressed, "You're good."

"Don't worry, Talia." Lucy spoke up, "I'll make sure he gets home."

"Thanks, Ree." The undercover agent spun around and left the room.

"Wait." Tony faced his aunt, "You two know each other? How do you know each other?"

"That's a story for another time, Eddie." Lucy patted his arm, "Besides, you'll find I know most people we'll come across. One of the perks of living a long time." She smiled grimly.

Sighing Tony looked back over to the desk. Spotting the irritating spinning device he grabbed a few items and tried to stop it from moving.

"What are you doing?" Lucy stared on in disbelief shaking her head.

The rods just kept spinning. "Nothing apparently." Tony muttered in defeat. Standing he grabbed the box of strawberries, intending to throw them away.

"Hey mister!" She trailed after him and stealing the container, "Just what do you think you're doing with those? Just because you don't like them doesn't mean I don't."

He rolled his eyes releasing the fruit into her hands, but not before taking one for himself. As he was about to leave the room, the large model of the city once again caught his eye. Slowing moving closer he whipped off the other half of the dustsheet. Stepping back again he cupped one eye to help his see something hidden in the structures.

"I was wondering when you'd notice that." Lucy commented picking out another strawberry.

-permafrost-

"How are you getting back?" Tony huffed as they shoved the final piece of the large display into his tiny sports car.

"I have my ways." Lucy dusted her hands off. "You go first, I'll be there soon."

He looked at her, "Are you sure?"

She shooed him off sitting down on the front steps of the building, "Don't worry about me. I've got my strawberries I'm good. Go on, you don't have time to waste."

Tony shrugged and climbed into his car pulling away from the curb and back to his house.

Picking up her phone, Lucy typed out a text message.

To Nicholas: He's figured it out. Won't be long now. –M

To Agent Zero: Good, it's about time. –F

A few minutes later, Agent Coulson pulled up beside her in an unmarked black sedan. "Marie?" he called taking off his sunglasses.

"Phil!" she saluted, standing and picking up her box of fruits. "Come, let's go for dinner. I don't feel like doing any work. If we give Eddie a few hours I'm sure he'll be finished."

Coulson made a skeptical face, "Are you sure? I'm supposed to…"

She but him off, "Don't worry. He's interested now. He won't be running off anytime soon. Anyway," she offered him a strawberry, "I want to hear how your stay with the cellist went." She raised her eyebrows knowingly at her friend.

-permafrost-

Tony had taken advantage of the couple hours he had alone. The destroyed house looked worse, if that were even possible. There were various new holes punched out in the concrete of his house, allowing for tubing to be inserted at various angles. Long black wires were tangled on the grown and tools were strewn everywhere. Piles of miscellaneous items were stacked one on top of another to try and make the heavy-duty tubes balanced all around. Tony was adjusting the height a the final few cylinders when he was interrupted.

Coulson typed the access code into the door for Tony's lab. "I heard you broke the perimeter." He stated, stepping back to hold the door open for Lucy who came in with take out for Tony.

"Uh, yeah." Tony admitted satirically, "That was like three years ago, where've you been?"

"I was doing some stuff." Coulson replied looking around at the mess.

"Oh yeah?" Tony turned back to his modifications, "Me too, and it worked. Hey I'm playing for the home team, Coulson. You and all your fabulous furry freak brothers, now are you going to let me work or are you going to break my balls?"

Coulson had walked over to a large open crate sitting at the side of the room. Inspecting the contents his eyes widened as he pulled out a red, white, and blue, circular object. "What's this doing here?" he lifted it up holding it on his arm

Lucy and Tony both looked up at his question. Her eyes widened, "Oh that's nothing." She rushed over from the kitchenette trying to put it away as fast as possible. "Just and old prototype."

"That's it." Tony spoke up. "Bring that to me." he motioned toward Coulson.

Lucy closed her eyes, allowing the agent to pull the shield from her hands.

"Do you know what this is?" Coulson asked, looking back toward Lucy who was making her way back to preparing Tony's dinner.

"That," Tony took the disc, flipping it in his hands, "is exactly what I need to make this work. Lift the coil." He commanded Coulson, "Go. Go. Put your knees into it." Shoving the shield under the tube he nodded, "And drop it." Reaching over he grabbed a tool, "Perfectly level." He remarked, satisfied. Then looking back up at the agent he continued, "I'm busy what do you want?"

"Nothing." Coulson answered, "Goodbye. I've been reassigned. Director Fury wants me in New Mexico."

"Huh. Fantastic." Tony commented, "Land of Enchantment."

"So I'm told." The agent shurgged.

Tony nodded, "Secret stuff?" he questioned mockingly.

"Something like that." Lucy chimed in walking over to the two men. "I'll be heading out as well, Eddie." She notified him, "And your dinner is in the microwave."

"Good luck." Coulson shook Tony's hand.

Tony stared at his aunt before turning his attention back to the agent, "Thanks."

Lucy smiled hugging her godson goodbye. "Behave. We need you." She gave his cheek a quick peck and walked with the SHIELD agent to the exit.

"Yeah, more than you know." Tony quipped at their retreating backs.

"Not that much." Coulson countered with a grin as he and Lucy left the genius to his work.

-permafrost-

Strains of Benny Goodman's Sing, Sing, Sing blared out of the car speakers as Lucy and Coulson made their way from California to New Mexico in the fading light of sunset.

"You know what, Phil?" Lucy commented from the passenger seat, "I think you're the only person I know who willingly listens to jazz and swing these days."

"Well, you can't go wrong with the classics." He smiled over at her from the driver's seat. "By the way," he hesitated, "was that what I thought it was back there?"

Lucy turned her head to look out at the passing scenery. Rolling hills had given way to flat dry ground as far as the eye could see. "If you're talking about the shield," she spoke not meeting his gaze, "then yes. It was one of Howard's early prototypes for S…" she cleared her throat. "for Steve." She paused, "I honestly didn't know he kept any of that stuff." She took a deep breath and continued, "I can get it for you if you want? When Tony's finished with it of course." She finished with a grin.

Coulson laughed, "I shouldn't ask for it. I know you're the one who sneaked those cards into my folders. I finished my card collection by the way."

"It's alright." She shrugged, "I'm sure Tony won't mind. It'll just be collecting dust anyway."

"Thanks." Coulson couldn't contain his excitement, "By the way we need to stop for more gas."

It was completely dark now. The temperature had dropped dramatically in the desert without the blazing heat from the sun. Coulson popped open the gas cap and started filling up the tank.

"I'm going to the restroom." Lucy called to him as she made way to the tiny convenient store.

Colson nodded. He slid his credit card and clicked the gas into place, leaving it to fill itself up as he followed her into the mini mart.

Exiting the bathroom Lucy spotted Coulson inspecting the donut display. "Just get both." She snickered, nodding at the classic powdered and chocolate frosted options, "I'll share with you."

"Heads up! Don't move!" came a shout and a gun clicking into place from the front of the store. "Who else is here?" a second voice rang out, "Who owns that car outside?"

Both of the agents stood up in response, checking out the disturbance. Two inexperienced gunmen stood threatening the young woman at the cash register. "You want to take this or shall I?" Coulson whispered to Lucy.

"I got the last one." Lucy murmured back, "It's your turn."

He nodded and spoke up so the men could hear him. "I do." They turned and pointed their guns at the newly revealed agents. "But its really more like a lease." He shrugged.

"Toss the keys over here." One of the guys commanded.

"Okay, okay." Coulson put his hands out in front of him calmingly and reached into his pocket for the keys.

The gunmen turned back to the lady, "Empty the cash register and start filling these bags with cigarettes…"

"Excuse me." Coulson mentioned, Lucy tried her hardest to keep her face straight. "I also have this gun. You'll probably be needing that."

"Put it down!"

"Right now! Put it down!"

"Ok, we don't want any trouble." Lucy placated the armed thieves.

The men ignored her, "Toss it over here."

Coulson grimaced, "I prefer not to throw it and risk the gun accidentally going off." He spoke as if to a child. "Maybe I could slide it over?"

The men exchanged glances, "Yeah, slide it over to my feet. Don't try anything funny."

"Ok, I'm just going to move over to this aisle." Coulson motioned trading places with Lucy, "and I'm going to slide it over to you."

As he tossed the handgun over to the first man who leaned down to pick it up, Coulson also tossed a bag of flour directly into the face of the second man, blinding him. Then jumping up, Coulson kicked the first man's rifle as he shot so the bullet went into the gunman's foot. Grabbing that same gun he clocked both the thieves in their faces, knocking them out cold.

The shop lady still had her hands up in a sign of surrender, her eyes wide in disbelief.

"Sorry for the mess." Coulson looked around regretfully at the spilled flour all over the floor.

Lucy brought up the donut packets. "We couldn't decide." She remarked nonchalantly, as if nothing strange just happened.

Coulson reached into his pocket and withdrew a bill that he laid on the counter. "Keep the change." He smiled at the woman then picked up his purchases.

"Wait!" the lady called after the agents who were about to leave the store, "What should I tell the police?"

Coulson looked over to Lucy who raised her eyebrow, "Tell them those Tae Bo tapes really paid off." He gave as an excuse.

"Good night." Lucy waved to the lady who was still in shock as they exited the store. Catching up to her friend she questioned, "Tae bo?"

Coulson shrugged, "Eh."

Lucy laughed, "Wait till I tell Fury the funny thing that happened on the way to Thor's hammer."


	38. Fury's Big Week Part I

Disclaimer: I do not own anything except for Lucy and her story line. All other parts belong to MARVEL.

Author's Note: Alright, we're getting down to the nitty gritty bits that take place right before the Avengers, you know what that means ;) this also means that this story is coming to a close; however, the sequel, which will start with the Avengers, is coming soon. I try and update every day or every other day so the wait shouldn't be too long. Thank you to all my fav/followers and a shout out to the reviewers. You guys make my day.

Love, thisismymo

**Prologue – 1943 Over the Arctic Circle…**

The landing wheels, that were the size of the super soldier himself, retracted into the plane, taking Steve with them. Inside Steve saw giant bombs that were labeled for the city they would destroy. New York, Chicago, the list went on and on. Hydra soldiers were running through the plane when Steve intercepted their destination. Swinging down from above he knocked one man over the side of the rail, punched another, and threw a discarded knife at the last soldier. Turning to the manual controls, he deployed one of the bombs, causing the masked man who was sprawled across it to fall out of the ship. Picking up another man, Steve threw him out the opening as well.

The Hydra soldier free fell along with the ejected suicide drone bomb that was meant for Chicago. Grabbing onto the top of the aircraft he hefted it open and pulled himself inside. The frozen ground was getting closer by the second. Frantically adjusting the knobs and buttons the Hydra agent tried to regain control. **Boom**! It was too late, the drone crash-landed onto the icy artic tundra, killing the soldier inside.

Back on the Valkyrie, Captain Steve Rogers was about to meet a similar fate.

"There's not enough time! This thing's moving too fast and it's heading for New York. I've got to put her in the water."

"Please don't do this. We have time. We can work it out."

"Tell her… that I lov…"

**6 months after 'I am Iron Man'… **

Between the howling winds of the Arctic Circle, the sound of a drilling machine could be heard. Various cranes, vehicles, and people were crowded around two particular men. Director Nick Fury was leaned over a hole in the hard snow; drill in hand, as he searched through the never-ending whiteness. Standing behind him was Phil Coulson, holding a long stick with a light at the end so Fury could see into the man made pit.

"Is it _him_?" Coulson asked trying to get a glimpse past the Director.

Fury unearthed the long dead Hydra soldier, "No." he stood up so the others could access the dig site, "But we're getting closer."

_Later that same day…_

SHIELD Base Camp, Northeast Coast of Greenland.

Back from their venture into the harsh environment Coulson and Fury were discussing their next move.

"I'm just saying we need to move now." Coulson grunted as he removed the heavy snow shoes.

Fury grunted pulling off his soaked gloves, "What I need now is for you to be a little less overexcited."

Coulson glared over at his boss, "I'm not over excited, I'm at the appropriate level of excitement. But a glacial shift in the coming months is an absolute certainty, which means that at any moment…"

"Relax, Coulson." Fury instructed adjusting his signature trench coat, "We'll find your favorite action figure."

"He's not just an action figure." Coulson admonished the Director, "He's more than that, and not just to me." the agent reminded Fury of their mutual friend. "I still think we should tell Marie about what we're doing."

"No. Absolutely not." Fury shook his head vehemently, and then he added in a softer tone, "I don't want to get her hopes up."

The two shared a sympathetic look for their old friend, when another agent called, "Director Fury! There was a call from the World Security Council."

Fury sighed tiredly, "Schedule a return call for tomorrow night."

"Actually," the agent replied hesitantly running his fingers through his dark hair, "they've already scheduled the call. It will take place in 12 hours…and they'll be calling you at HQ in New York.

"That won't work." Fury shook his head, "We're looking at another 2-4 weeks for this expedition."

"I…I know sir." The agent insisted, "But the World Security Council gave an executive order to shut down, pack up camp, and head home. They said they'd explain everything to you on the call."

Fury growled out incoherent grumblings as he stomped off to pack.

_12 hours later…_

SHIELD Headquarters, New York

An irritated Director Fury sat at his desk waiting for the Council's call. A moment later the screens flickered and a shadowed image of each committee member took over a screen.

"Director Fury, thank you for making time in your busy schedule to take this call." One of the men greeted.

Fury rolled his eyes leaning back in his chair, "Didn't leave me much choice when you pulled the plug on my Frostbite Mission."

Another man spoke up, "Were you able to locate the super-soldier?"

"No." the Director shook his head sadly; "We did locate an important clue that could have pointed us in the right direction. But with the ever-shifting topography of the Greenland ice sheet, I imagine we'll be starting from scratch again."

"A pity." A third councilman remarked dryly.

The Director sat up straight, tired of their games, "You want to tell me what this is all about?"

"We'd like to have an open discussion regarding the primary objective of SHIELD as an agency," the first man answered, "and of you as its Director."

"You're talking about the tesseract." Fury concluded.

The man nodded, "Reigniting the tesseract that is correct."

"Hey, no argument here. I love that objective, it's definitely one of my top three or four favorite objectives in the whole damn handbook!" Fury snorted, kicking his feet up onto his desk he continued, "But after trying nuclear, geo-thermal, electric, magnetic, electromagnetic, static, kinetic, solar, and about 47 other mixed variant energy sources without any results…we're a little short on ideas."

"There is a way, Director Fury, both history and legend can attest to it." The same councilman retorted. "What about the fabled Agent Zero? Maybe it's time we brought her in."

"She already refused." Fury said seriously.

"Then why does she still carry around that little hand gun from Doctor Zola?" the second man sneered.

"I don't know." Fury snapped, "But I know she's not going to support us. She already saw the world torn to pieces over this technology, she's not about to help us recreate it. At least not anytime soon, anyway, there's never been an account of her using it."

"Hmm." The third council member huffed, "Back to the topic at hand, we hope to expedite this process moving forward now that the Lion's share of SHIELD resources will be dedicated to the tesseract."

"Say that again?" Fury gritted out.

The man continued, "A prospectus outlining new budgetary allocations will arrive shortly. In keeping with the agency's mandate, the majority of funding, equipment, and manpower will be dedicated to analysis of the tesseract, coded as Project P.E.G.A.S.U.S."

"The purpose of this redistribution is to take focus away from current wasteful programs and redirect it to PEGASUS." The second man stated pointedly.

"What 'wasteful' programs!?" Fury demanded.

"It is a waste of valuable assets to prolong the search for Steve Rogers," the man clarified, "considering that his purpose would be insubstantial in the present day."

The first councilman agreed adding, "It is a waste of precious time to continue coddling Tony Stark when all you need concern yourself is the acquisition of his weapons technology."

"It is a waste," the second man finished, "of countless productive man hours to maintain surveillance on Doctor Banner, a man that has left you perplexed and undecided as to any course of action regarding his existence."

There was silence as the Council allowed Fury to digest their barbs before they went on, "We embrace your enthusiasm, but your approach is misguided. Our decision is that the tesseract is of greater significance at this point in time."

"And if I choose not to follow these new guidelines set forth in your 'prospectus'?" Fury leaned closer to the screens, staring at each member of the committee with his good eye.

"Then you'll be replaced with someone who will." The first man said simply, "If it helps to put this in perspective, then consider yourself on notice, Director Fury."

Outside the office Agent Coulson stood waiting for word from the Director. "That took awhile." He remarked as the doors opened.

"They had a lot to say." Fury replied stonily.

"Anything worth repeating?" Coulson joked.

Fury shook his head, "Not in polite company." And he proceeded to brief the agent on the contents of the phone call.

"So…" Coulson questioned, reacting to the amount of information, "what do we do?"

"We keep doing what we're doing and tell them that we're doing what they want us to be doing." Fury shrugged.

"How?"

"Hell, I don't know." Fury waved his arms, "Cook the books, whatever it takes to let us do this job right."

"…is that the best plan of action moving forward?" Coulson questioned.

"If it's not…" Fury remarked gravely, "We're going to find out the hard way."

Later that same night Fury was monitoring the collected footage of Iron Man, Hulk, and Thor. "What a mess." He muttered switching off his computer and heading to bed.

**Two weeks earlier…**

A few hours into the night his cell phone ringing the special vintage tone of one particular person interrupted his sleep.

"Fury." He answered already dreading the conversation that was about to follow.

"Nicholas." Lucy greeted, "I need to borrow Talia."

"Do I want to know?" Fury groaned out.

"Tony has gotten himself into a spot of trouble. I'm going to be on a short mission. I need her to watch over him."

"Why should I call her in?" he sat up and rubbed his eyes.

"Don't act like you haven't been watching him. This way, we'll both have answers."

Fury consented to the request and ended the phone call. Tapping on the screen he dialed another number. "This is Director Fury, tell the lab to expect Agent Zero, she'll probably be here in the morning."

**One week earlier…**

"Fury." He answered; midnight phone calls were too quickly becoming a normal event.

"Sir, in 72 hours Tony Stark will be dead." An agent notified him.

"I know." He replied tiredly getting up to put on his day clothes. "I'm coming in."

As the double doors to the SHIELD headquarters opened revealing the Director, the agents sprang into action.

"Director Fury!" one called, "Senator Stern wants to schedule a sit down with the department of defense to discuss acquiring the Iron Man weapon."

"Find out when he's busy, and schedule it for then." Fury never liked the senator.

"I need your signature sir, for the budgetary redistribution." A second agent requested.

As Fury was signing the document a third agent spoke up, "Sir, Agent Sitwell just checked in."

Fury looked up from the papers, "And?"

"He said that Banner cleared customs."

Fury nodded, "Tell Sitwell to stay on him."

A fourth agent stood up, "Sir, General Ross is asking for…"

"Tell him no." Fury cut off the man.

"Director Fury…" a fifth voice could be heard.

"What is it Coulson?" Fury asked wearily.

"…there's something you need to see." He continued.

"Then why aren't' you showing it to me?" Fury snapped.

Coulson hesitated, "It's not exactly something that fits in my pocket."

"Sit it out, I got a busy day." Fury turned to face the agent, his hands on his hips.

"My team has picked up an atmospheric disturbance above New Mexico." Coulson rushed out, "At first they thought it was a subtle aurora, but the electromagnetic signatures are off the charts and extremely abnormal."

"Is there a 50% chance that this 'atmospheric disturbance' is just a powerful lightning storm?" Fury remarked sarcastically.

"Closer to a 5% chance, sir." Coulson answered.

"That still puts it at the bottom of my to-do list." Fury interjected walking away, "But keep up the good work!" he waved over his shoulder.

Walking into one of the labs Fury threw open the doors and shouted, "All right, people, who's got answers for me?"

"Director Fury!" one of the more, energetic, scientists panted, "Sir, please come with me. We did extensive analysis on Tony Stark's sample and discovered an unprecedented level of Palladium radioisotopes spreading through his bloodstream. You'll see that here." Pointing to one of the microscopes for Fury to look at he continued, "Obviously this is directly related to the arc reactor in his chest. You see, Palladium is a tricky element. It's susceptible to something called 'catalyst poisoning' where it reacts with any compound and forms a chemical bond. In this case Mr. Stark…"

"Yes, I'm sure it's quite fascinating." Fury cut him off bored, "But is there a cure?"

"No." Lucy answered walking into the lab.

Fury looked up, "Agent Zero." He greeted then continued with his question, "No? Simple as that, no cure at all?"

"As I said before, sir." The young chemist said causing the two experienced agents to face him, "It's unprecedented. At no point in history has a human being endured such a prolonged and self inflicted exposure to Palladium."

Lucy nodded, "Every second that the arc reactor remains in Eddie's chest brings him closer to a complete breakdown of the circulatory system."

Fury rubbed his head, "And you said 72 hours?" he clarified looking between the two scientists.

"Well," Lucy replied, "There's this lithium dioxide." She held up a few vials she had spent the past few days making, "It's not a cure, but it could delay the inevitable. Stave off the systems and give him a bit longer."

"You can't make it stronger?" Fury took the vial inspecting the contents, "Permanent?"

Lucy gave a grim smile, "You don't think I tried? As an elemental solution, lithium is makeshift at best. No _known_ element offers a permanent countermeasure to Palladium."

"Known?" Fury caught the emphasis on the word, snapping his gaze to her pointed look. "You think it's time?"

Buzz. Buzz. Ring! Ring! Both Director Fury's and Agent Zero's cell phones rang at the same time.

"Talia?" Lucy greeted.

"What is it Romanoff?" Fury questioned.

"We've got a problem." Natasha shouted into the phone as the sounds of the fight rang out behind her. Tony's home was currently being blown to smithereens as Iron Man and War Machine battled it out in their suits. If they continued at the pace they were going, soon nothing would be left but a smoking pile of ashes. "Stark is losing control."

"We'll be there tomorrow morning." Lucy sighed as she packed up her equipment.

"Try and contain the mess until we get there." The Director instructed, "Stay put and don't blow your cover unless Stark's about to kill himself."

Lucy and Fury both hung up their phones and went to prepare for the flight.

A moment later Coulson once again approached the Director, "Sir, if you'll just take a moment to glance at these satellite readings from the southwest region, you'll see that there is no way…"

"Dammit Coulson! It'll have to wait!" Fury bellowed, "Somebody get me a line to the World Security Council. They're going to have to hear me out now."

Fury sat at his desk, impatiently tapping his fingers. He looked up when an automated voice spoke, "I apologize SHIELD Director Nicholas Fury…But there has been an unforeseen delay…you must continue to hold for…five to ten minutes…"

"Nicholas?" Lucy poked her head through the door, "We've got to go."

In Malibu at Randy's Donuts…

"Go in through the back." Fury ordered Natasha. "I'll get him inside. When I do," he turned to look at Lucy, "you stick him in the neck."


	39. Fury's Big Week Part II

While Tony and Lucy were watching the old videos of Howard and the Stark Expo, down in Puente Antiguo, New Mexico, Jane Foster, an astrophysicist, and her college intern, Darcy Lewis, were camped out in their all terrain vehicle monitoring their equipment. At the same time in a different part of Stark mansion, Coulson was directing his team.

"Enlarge screen seven." He requested. "That's the third flare today." Coulson remarked.

"It's within earth's atmosphere, sir." One of his team members added.

"I see that," Coulson agreed, "I also see that each incident has resulted in some gravitational lensing.

"I know!" another agent added, "I've never seen lensing this severe. It's almost as though there's something trying to push through the space time continuum."

"It is almost like that." Coulson inspected the data.

The agent laughed, "But…that would be crazy, right?"

Coulson looked up and grinned dryly, "Insane."

Taking out his phone he dialed a number, "Agent Coulson. Voice print verified." A robotic voice notified him, "Transferring to Director Fury."

"I need face-to-face." Coulson requested.

"I posted you here with one simple task!" Fury grunted pointing to the destroyed house, "And already you've let Stark break perimeter!"

Coulson replied, "Lucy is with him, he'll be find. Besides, I've had my eyes on a different perimeter."

Fury scoffed, "Yeah? And what perimeter is that?"

"Earth." Coulson answered plainly. "Director Fury, remember that electromagnetic storm that didn't warrant your attention yesterday?"

"How am I supposed to remember something that didn't warrant my attention?" Fury replied sarcastically.

"Regardless." Coulson pressed on, "The activity has intensified to where there are now atmospheric flares, all of which resulted in large scale gravitational lensing. There is the possibility that this could be the precursor to the opening of an Einstein-Rosen bridge."

"A what bridge?" Fury blinked.

"An Einstein-Rosen bridge, also known as a wormhole. In layman's terms, a portal to another universe opening below the ozone layer."

"Well," Fury sighed, "I think that warrants my attention." He paused reading the rest of the findings, "This is a mighty big fish, Coulson. Are you sure you want it attached to your line?"

The agent nodded, "I am aware of how unrealistic it sounds, but I am confident in my conclusion. I am also aware that we are doing important work here and that I am a big part of that. However, this activity in New Mexico is a blind spot for us, sir and we're not the only one's who have noticed the atmospheric anomaly." He handed Fury a picture, "Her name is Jane Foster, and we just flagged a call that she made to an old mentor of her's, Erik Selvig."

"Selvig?" Fury questioned, "Banner's old colleague?"

"The same." Coulson took back the image, "Miss Foster's been on the scene for weeks and likely knows a lot more than we do."

"Congratulations. You've just got yourself reassigned say goodbye to Stark and Agent Zero if you're feeling friendly and get out to the desert ASAP." Fury started to walk away.

"Yes, Sir." Coulson smiled, "Do you mind if I ask Marie to come as well? It is something we've never encountered before and she's good in that area."

Fury shrugged, "I don't own the woman, convince her yourself." And he left.

At that moment Coulson received a text message from the lady herself.

To Coulson: Eddie and I are heading to Stark Industries. I'll watch over him. Phil can you come pick me up? I'm going to let him work alone for a bit. –M

To Marie: Be there soon. –C

To Natasha: I'm heading to New Mexico, sorry for the short notice. Think you can handle things here on your own? –C

To Coulson: What could possibly go wrong? – N

-permafrost-

"An Einstein-Rosen bridge?" Lucy queried over a quick dinner, her interest piqued. "Are you sure?"

"Yes." Coulson grinned signaling for their check. "So, do you want to come with me?"

"Please." She slapped away his hand and gave her card to the waiter, "You had me at 'anomaly'. You mentioned Selvig?"

"Yeah." He nodded as they stood to leave, "He'll probably be there. You know him?"

"In passing." Lucy shrugged on her coat. "I went to check out Banner's work with the super soldier serum. They weren't even close, so I left them alone."

-permafrost-

_Later that night… _

Iron Man battled the Hammer Drones at the Stark Expo with his rediscovered element; unofficially dubbed 'Badassium', as Black Widow hacked into the Hammer systems.

"Reboot complete, Tony." She communicated to him over their radio, finally freeing James Rhodes from the control of his suit, "You got your best friend back."

"Thank you very much, Agent Romanoff." Tony's voice cracked over the speakers.

"There's one more drone incoming." She warned him, "This one looks different. The repulsor signature is significantly higher. Good luck, boys." She finished disconnecting their shared signal. Picking up her phone she dialed a number that was quickly answered, "I restored Rhodey's suit. But he and Tony are on their own now. T-minus five minutes until the authorities arrive. Should I vanish?"

"Hack the mainframe," Fury instructed, "and find out what else Hammer has been developing. Take anything that's worth taking and burn the rest."

"On it."

-permafrost-

_Meanwhile…_

SHIELD Outpost

Roswell, New Mexico

472 miles from Puente Antiguo

Lucy and Coulson had just arrived. The outpost was swarming with SHIELD agents running back and forth, sweating in their suits.

"Attention please!" Coulson yelled, his voice amplified with a speakerphone, "I would like to thank all of you for your prompt response time and your efficiency in preparing for this operation. Our target site is about twenty miles outside of a small town called Puente Antiguo. Though we will also be doing intel reconnaissance within town limits, we will always be civil and only exert authority when absolutely necessary. There is no way to be certain what we will find when we arrive, but I am 100% confident that there is nothing that we cannot manage."

-permafrost-

_A bit later…_

The SHIELD agents were assigned to spread out and see if any suspicious activity had been going on. Lucy had been flipping through the back woods, trucker radio frequencies when she caught something. "Hey Phil," she looked over from the passenger's seat. "Listen to this."

A few minutes later the two agents had pulled up to an enormous crater that was being surrounded by various trucks.

Coulson pulled out his phone, "Sir, we've found it."

-permafrost-

_That night…_

Clint Barton groaned as his cell phone went off. Rolling over he picked it up and bit out harshly, "This is the first day of the first week of the first vacation I've taken since I sighed up to work for you."

"Oh that's right, silly me." Fury scoffed, "You get yourself some rest. I don't think providing extra muscle at a possible alien crash site is something you'd be interested in anyway."

Clint sat up and sighed, "Where am I going?"

"New Mexico." Was the answer.

-permafrost-

On the drive down to the crash site, Clint stopped off at a gas station. Crime scene tape was spread in every direction. "Someone stick up the place?" he asked the lady at the cash register.

"Tried to last night." She told him as he paid for his snacks.

He smirked, "Let me guess, some mysterious guys in black suits broke up the heist?"

She stared at him in shock handing him his bag.

"Who says we don't look out for each other in this country?" he smiled in farewell.

-permafrost-

Clint pulled up to the makeshift tent base SHIELD had erected around the fallen object. Flashing his badge he gained access and made his way into the main part of the center. "Coulson." He addressed.

Coulson looked up from the monitors, "Barton. Glad you could make it."

"Clinton!" Lucy shouted from the other side of the room. Standing up she hurried to give her friend a hug. "Miss me?" she grinned.

"I didn't know you where here." He ruffled her hair, "Why'd they call me if they have you?"

"I requested you actually." Lucy admitted, "Sorry about your vacation. We don't know what we're dealing with and I thought it'd be fun for you."

Clint rolled his eyes, "Vacation would've been too boring anyway." Looking back to Coulson he asked, "So Fury told me that you caught an alien?"

"That's very inaccurate, we have encountered an extraterrestrial object." He corrected.

"Then where's the alien that it belongs to?" Clint countered.

"That's why we're here." Lucy added.

From beyond their chamber, sounds of a scuffle could be heard. Agents began to run to one particular area where a large man with shoulder length blonde hair was fighting his way, assumedly to the hammer. Clint and Lucy ran outside to watch the fight.

"I need eyes up high with a gun!" Coulson ordered through their coms.

"I got it." Clint yelled as he grabbed his bow and arrows and whipped his way on top of a crane.

Lucy shouted into her mic, "Coulson, do you want me to engage?"

"No wait." Came the reply.

"You want me to slow him down, sir?" Barton hollered as his aim followed the unidentified man's movements, "Or are you sending in more guys for him to beat up?"

"I'm going in." Lucy shook her head; regular SHIELD agents weren't going to be able to stop him.

"Wait." Coulson ordered, "I want to see this."

Lucy followed the man until he reached the hammer. She was crouched at the ready in case something was to happen. Instead the man dropped to his knees in defeat, surprising her and everyone else at the base.

"What the hell?" came Clint's confused remark. He was watching a dark shape scramble up the side of the crater and into a car.

"He's not talking is he?" Clint asked Coulson.

"Not, yet." Coulson still held out hope.

Clint continued, "Guy like that could probably take months of torture before he starts to crack. It's too bad you're not the torturing type."

"You have an idea?" Lucy piped up still trying to dry her soaked hair with a towel.

"Yeah," Clint nodded, "cut him loose."

"Let him walk?" Coulson looked at him incredulously, "Just like that?"

"After you shacked him, I saw some chick scrambling back to her car, all frantic." Clint shrugged, "Logic suggests that she gave him a ride out here and she was about as subtle in getting away as he was in getting in. I'm just saying, he maybe a pro, but the people he's mixed up with don't have a clue what they're doing. You want intel on this guy? Cut him loose and give him a tail."

"That could work." Lucy considered.

"Not a bad idea." Coulson agreed.

Back at SHIELD HQ…

Black Widow had just arrived back at base. "I got the Hammer Industries data that you…" she paused noticing Fury's disheveled state. "You don't look so hot boss."

"Haven't gotten much sleep in the past few days, thanks for noticing." Fury looked up, "I need you to get to Culver University and put eyes on Doctor Banner. I got word that General Ross is about to make a move on him."

"I thought Sitwell was on Banner?" she remarked confused.

Fury sighed, "He was but I had to send him to New Mexico."

"Why?"

Fury stood but and shouted, "Because I got an alien object in New Mexico, that's why!"

Natasha observed his frazzled state and replied, "I'll get right on it."

Culver University, Virginia

Natasha was currently undercover as a student at the school.

"Hey!" a voice called behind her, "Excuse me, wait up! You're in my psych class." An over confident blonde boy walked up to her.

"I think you're mistaken." She replied turning away.

"No, I recognize you. You really stand out." He continued trying to flirt with her.

Natasha wasn't paying any attention to his poor attempt at catching her eye. Instead her gaze was locked on something far more interesting. Soldiers could be seen congregating around a building. "Funny" she muttered to herself as she broke into a run, following the men, "I was trying to blend in."

From behind her a faint call form the boy could be heard, "Hey! Where you going?"

Hidden behind a corner she could hear the men speaking to one another, "He's locked in. Put two canisters in there with him."

First there was silence, then the Hulk tore his way out of the building.

Quickly pulling out her phone she dialed a number, "Banner….uh…changed." she reported.

"$#*%." was Fury's response.

"Yeah," she agreed, "It's quite a sight."

"And General Ross is there?" he clarified.

"Yes, sir." She watched the battle unfold, "They're going at it pretty fiercely. What are your orders?"

"Stay close and no matter what do not let Ross take Banner. Dead or alive."

"Copy that." She dived away from the fight that was coming nearer.

"Blonsky! You're up!" a voice shouted.

_Back in Malibu…_

Tony had just entered the room where he would be meeting Director Fury. As he moved toward the table, he spotted a folder; it read 'Avengers Initiative'. As he was about to open it a hand came down to stop him.

"I don't think I want you looking at that." Fury sat down, "I'm not sure it pertains to you anymore. Now this on ther other hand," he held up a different file, "Is Agent Romanoff's assessment, of you. Read it." He handed the papers over to Tony.

"Uh…pshhhh." He skimmed, "'Personality overview: Mr. Stark displays compulsive behavior.' In my own defense that was last week." He reproached, "'Prone to self destructive tendencies' I was dying! I mean please, and aren't we all? 'Textbook narcissism'' Tony paused, "Agreed. Ok here it is, uh. 'Recruitment assessment for Avenger Initiative, Iron Man: yes' I've got to think about it." He put down the file.

"Read on." Fury commanded.

"'Tony Stark not…not recommended' that doesn't make any sense. How can you approve me but not approve me? I got a new ticker, I'm trying to do right by, uh, Pepper. I'm in a stable-ish relationship." Tony listed.

"Which leads us to believe at this juncture we'd only like to use you as a consultant." Fury smiled at him.

"What like what Arie, does?" Tony questioned.

"I think you and I both know she's more than that." Fury smirked.

"Yeah." Tony sighed, considering his options. Then he stood up and offered the Director a handshake. "You can't afford me" he replied walking away, "Then again I will waive my customary retainer in exchange for a small favor. Rhodey and I are being honored in Washington and we need a presenter."

Fury nodded, "I'll see what I can do."

Tony left and Fury stood and gathered his papers. The door slammed open again, "We need to talk." Spoke an irritated Black Widow. She was covered in cuts and scrapes, twigs were in her hair, and dirt all over her clothes.

"Did Banner do this?" Fury asked inspecting her condition.

"A building that he knocked over, yeah." She put her hands on her hips.

"You need a doctor?"

Natasha rolled her eyes, "Maybe a psychiatrist."

Fury nodded, "Did General Ross get him?"

"No. Banner made it out. But, they enhanced Blonsky." She finished seriously.

The Director's phone buzzed at that moment, "Fury." He answered.

"Sir, it's Coulson." There was a battle raging in Puente Antiguo. "We've got a small problem."

"What's the situation?"

Coulson jumped up to warn the fellow agent "Sitwell! Come on we've got to move." Allowing the other man to lean on him Coulson pulled him to the side, "It missed the artery. Apply pressure here."

"I'm fine. But that thing is heading for town…" Sitwell took out his phone and handed it to Coulson. "Call for backup."

Clint and Lucy arrived a few minutes later, "What the hell happened here?" Clint studied the wreckage of multiple SHIELD cars.

"I'd be happy to show you." Coulson pointed after the Destroyer, "It's about twenty minutes that way." Turning to the medic car that just arrived her ordered, "Medics! Agents Delangey and Jackson are the most critically wounded! Stabilize them and get them en route to the nearest E.R. before tending to the others." Then to the rest of the agents he commanded, "Any field agent able to walk and fire a gun, I need you to pick a car and ride with me! Right now!"

"That's not normal." Clint observed as he and Lucy drove into town. Before them was a huge column of lighting. Then, Thor could be seen battling the Destroyer with the restored power of Mjolnir. The agents jumped out of their cars and helped usher the civilians away from the fight.

After the fight the agents slowly approached the inert form of the Destroyer, "Hey Coulson!" Clint called over, "I've just 'encountered an extraterrestrial object.'"

"You want to try to lift this one too?" Lucy finished and the two high fived for their cleverness.


	40. Mjölnir

_"Questions, they've always asked questions – this race called man, on this planet they call earth. Passionately longing to know how they are connected to the heavens. In ages past, they looked to us as gods, for indeed so many times we saved them from calamity. We tried to show them how their world was but one of the Nine Realms of the Cosmos, linked to all other by the branches of Yggdrasil the Worlds Tree, Nine Realms in a universe of wonder, beauty, and terror that they barely comprehended. But for all their thirst for knowledge, they let our lessons fall into myth and dreams. Where did he come from?" in reference to Thor, "He came from us, the proudest race of warriors the Worlds have ever see. He came from this- the greatest Realm the universe has ever known. He came… from Asgard!"_

_ On the edge of the crater…_

Multiple cars had gathered around the crash site. Coolers and barbeques were being unloaded. Tables and umbrellas were unfolded and set up. The smell of cooking meat spread through the dry desert air. Picnic blankets were dotted all over the scorched earth and there was a group of people lining up around the immoveable object at the center of the cavity. Various grunts and groans could be heard at one after the other, men and women, even children failed to lift the hammer embedded into the rock.

A large white pick up truck pulled up to the side of the basin. The man from the truck tossed down a thick chain. Another man secured the end to the hammer, "Ok, let'er rip!" he waved to the driver.

The engine of the truck roared in protest. The wheels squealed, kicking up a high cloud of sand and dust. Then the entire bed of the truck flipped up and landed with a thud on the ground.

"Did it work?" a white haired, mustached man shouted sticking his head out of the driver's window seat. Various whoops and hollers could be heard among the mocking laughter.

On the other side of the commotion, an unmarked black sedan pulled to a stop and two well dressed individuals stepped out to observe the scene. Removing her sunglasses, Lucy took out her binoculars and looked to the center of the depression. Turning back to Coulson she gave him a short nod.

Coulson pulled out his phone, "Sir, we've found it."

-permafrost-

Lucy was walking around the specious lab of Doctor Jane Foster. Scattered along the various tables were discarded parts, screws, nuts, wires, and multiple what looked like hand built probes that were held together with duct tape and glue. Picking up a few of the instruments Lucy grinned as she inspected them, this Jane Foster was impressive. "Be careful." She commanded the other SHIELD agents who were packing up every bit of data they could find. Carts loaded with equipment were being pushed into the waiting vans outside. "We're taking a woman's life away right now." She finished sadly leafing through a few worn notebooks.

"Hey!" a petite woman yelled as she ran into the room, "That's my stuff! What the hell is going on here?" the woman Lucy now identified and Doctor Foster herself demanded.

The rest of the agents carried about their orders as Coulson stepped up to address her, "Ms. Foster, I'm Agent Coulson with SHIELD."

"Is that supposed to mean something to me?" Jane shouted as she watched her work, boxed up and taken away, "You can't do this!"

Doctor Erik Selvig rushed up to her and whispered, "Jane, this is a lot more serious that you realize." He looked around warily at the agents, "Let it go."

"Let it go? This is my life." Jane stormed through the empty tables.

"We're investigating a security threat we need to appropriate your record and all your atmospheric data." Coulson explained following after her furious form.

"By 'appropriate' do you mean steal?" Jane tried to retrieve a case from the back of one of the vans.

Coulson reached into his suit pocket, "Here" He handed her a check, "This should more than compensate you for your trouble."

Jane smacked away the paper, "I can't just replacements at RadioShack. I made most of this equipment myself."

"Then I'm sure you can do it again." Coulson replied.

"And I'm sure I can sue you for violating my constitutional rights." Jane countered.

Coulson sighed, "I'm sorry Ms. Foster. But we're the good guys."

"So are we!" Jane protested, "I'm on the verge of understanding something extraordinary and everything I know about this phenomenon is in this lab or in this book," she waved a worn leather bound notebook in the air, "and you can't just take this away." At that moment a different agent plucked the book out of her hands and she lunged after it enraged, "Hey!" The man blocked her from the trunk where he had placed it.

"Easy!" Selvig commanded as he pulled Jane back to him and Darcy.

"Thank you for your cooperation." Coulson nodded as the cars pulled away.

Lucy had been watching the scene from the front seat of that same car. She didn't want to face the woman who's life they just ruined. Reaching into the back as Coulson started the car she read through the notebook. "I can't believe we just did that." She remarked bitterly.

"I know." Coulson agreed, "If all goes well, she'll have her stuff back in no time." He reached into his pocket, "Someone took this as well." He handed her an iPod, "We didn't know if it would have anything on it."

She scoffed, "On an iPod? I bet it's Darcy's." Unwrapping the headphones she searched through the music library, "She just downloaded thirty songs onto here as well." Lucy shook her head, "There's nothing of importance, but I'll do something to make it up to her." Then she plugged the little device into her laptop and started editing the software.

Coulson glanced over at her work, "What're you doing?"

"I'm giving her more memory space and a couple hundred more songs that I think she'll like." Lucy clarified.

"Don't clutter it with Goodman and Sinatra." Coulson jested, "She's not in her 90's."

Lucy rolled her eyes, "I might be old Phil, but I'm still hip with the kids."

-permafrost-

Coulson and Lucy rolled up to the makeshift base in the center of the crater as the agents were beginning to unpack the equipment. "This is upside-down." Lucy instructed as she lifted one of Jane's inventions and set it back right side up, "And that one goes with this one." She continued adjusting the two parts of the same device.

Coulson mocked as he brought in another weighty box, "When did you become an connoisseur on astrophysics and its state of the art devices?"

"On the ride here." Lucy waved Jane's personal data log book.

A few hours later when the sunset had turned the desert sky to garnet and then to obsidian. Clint had just arrived on base. All of the agents were still sorting through the data from Doctor Foster. The base was illuminated with several bright lights on the tops of cranes, which were placed evenly around the basin. A temporary fence had been erected and a patrol had been organized for security. Lucy was helping a few of the scientists in white lab coats gather readings from the hammer, the handheld sensor she was holding spiked and the hammer started to give off a faint blue glow. Rain started to fall as lightning bolted across the sky.

Stepping inside to escape the incoming downpour Lucy heard one of the techs tell Agent Sitwell, "Feed from the keyhole can barely penetrate the cloud cover." He gestured to the monitor which was glitching, "Tech's barely working as it is with all the interference that this thing's giving off." Typing a few commands into the computer he continued, "Hey, we've got a commercial aircraft coming in right over us, Southwest Airlines flight 5434."

"Reroute it, like all the others." Sitwell replied bored, still trying to get his own device to work.

"Hold on a sec… we got something outside the fence, west side…" the young man pointed to the screen.

Sitwell picked up his radio, "Delancy, Jackson…check it out."

A few moments later Jackson's voice cracked up from the communicator "Looks like we're good here. Must have been another coyote…"

"That wasn't the right shape for a coyote." Lucy furrowed her eyebrows walking closer to the monitors.

Sitwell again picked up the radio this time speaking more apprehensively, "Delancy, Jackson, report."

Instead of Delancy or Jackson, a different voice reported to all radios, "Agents down! We've got a perimeter breach!"

"Get Coulson." Lucy instructed the techie as Sitwell sounded the alarm. The lightning was frequent now, intermixed with the flashing of the artificial lights and the blaring of alarms. Agents gathered their weapons and rushed about to try and find the intruder. Rain fell almost in a continuous stream now, the ground quickly becoming muddy and difficult to maneuver. Clint and Lucy ran outside trying to identify where the scuffling was coming from.

"I need eyes up high with a gun!" Coulson's voice spoke from Lucy's radio.

"I got it." Clint yelled grabbing his bow, arrow, and night vision equipment. Sprinting back outside he vaulted into a crane bucket and hit the control to lift it into the air. The machine moved to put him right over the square center structure and Clint took aim following the fight with his arrow.

Back on the ground Lucy rushed to the center of the crater, stopping in one of the tunnels near by the alien object, "Coulson do you want me to engage?" she monitored the unidentified man's progress as he easily outmatched each agent sent to hinder him.

"No, wait" Coulson walked into the command center, "What have we got?" he asked Sitwell.

"We've got a massive electromagnetic surge coming from the object." Sitwell answered, "Our systems are barely coping."

"Barton." Coulson clicked his radio, "Talk to me."

"You want me to slow him down, sir?" Clint queried, "Or are you sending in more guys for him to beat up?"

"I'll let you know." Coulson replied.

Lucy climbed to the top of the cube structure watching as the intruder and the biggest agent SHIELD had on hand at the moment burst out of the side of the text and wrestled in the mud. After a few punches, the large agent went down.

"You better call it, Coulson." Clint called as the unknown man stood up, wiping his mouth, "Cause I'm staring to root for this guy."

"I'm going in." Lucy shook her head and launching herself down from the roof of the structure as the intruder ripped open the side of the plastic-enclosed box.

Clint pulled his bow taunt, "Last chance."

"Wait!" Coulson ordered, "I want to see this."

Lucy followed the man until he reached the hammer. She hesitated, crouched and at the ready in case something was to happen. The man stopped in front of the hammer, covered in mud and breathing heavily, a victorious smile broke out across his face. His fingers wrapped themselves around the handle and the tugged with every fiber of his being. But the object was still embedded inside the rock. He strained a few more times before letting go and emitting an all-consuming cry of anguish. Every muscle in his body was tensed in suffering; his face contorted with sorrow until he closed his eyes, fell to his knees, and gave up.

"Alright show's over." Coulson called into his communicator. SHIELD agents started to swarm the man taking him away in handcuffs.

Lucy straightened up and walked toward the mysterious object. It wasn't shining anymore; it just looked like a hammer stuck in a stone. Moving closer her fingers stretched out to touch the alien device. The leather felt slick with the rainwater, but soft from many hours of use. Just as she was about to grasp the handle her radio sounded.

"Marie." Coulson called from the other side of the tent, her hand slid away from the cylindrical rod connected to the large metal block, "I need you."

Picking up her communicator she responded, "I'm on my way." Taking one last look at the enigmatic mallet she spun on her heel and marched away to find her colleagues.

Unbeknownst to her, the handle gave off the subtlest hint of a glow as she walked away.

-permafrost-

As she entered the building she could see Coulson interrogating the intruder. Stopping next to Clint she handed him a towel, "How's it going?"

"Not well." He thanked her and began to dry off.

Coulson exited the room. "He's not talking is he?" Clint asked.

"Not, yet." Coulson still held out hope.

Clint continued, "Guy like that could probably take months of torture before he starts to crack. It's too bad you're not the torturing type."

"You have an idea?" Lucy piped up still trying to dry her soaked hair with a towel.

"Yeah," Clint nodded, "cut him loose."

"Let him walk?" Coulson looked at him incredulously, "Just like that?"

"After you shacked him, I saw some chick scrambling back to her car, all frantic." Clint shrugged, "Logic suggests that she gave him a ride out here and she was about as subtle in getting away as he was in getting in. I'm just saying, he maybe a pro, but the people he's mixed up with don't have a clue what they're doing. You want intel on this guy? Cut him loose and give him a tail."

"That could work." Lucy considered.

"Not a bad idea." Coulson agreed still looking through the one way mirror, "Either of you want a go?"

"I'll take a shot." Lucy was already walking toward the sliding door, "Even though it's been awhile."

"Goodbye." The blonde man said as she entered.

"Goodbye?" Lucy questioned, "We've only just met." She took a seat on the floor in front of him, crossing her legs and resting her head on her hand. "You remind me of something." She said eyeing his defeated form, "I just can't put my finger on it."

The man just stared at her, curiosity flicked across his expression. She wasn't threatening him; instead she didn't look scared at all, even lowering herself before him.

"We haven't met." Lucy thought out loud, "I never forget a face. And you're not a super soldier; I know one when I see one. I also don't believe you're working for anybody. A spy would be in and out leaving no trace, discreet and subtle. So who are you?" he didn't reply so she tried a different tactic. "Crazy weather we've been having today." She remarked, "That storm came out of nowhere. Thunder, lightening, rain the whole shebang. Coincidentally, it started the moment you came for that hammer out there, like a mother for her child. It must mean a great deal to you." she waved in the direction of said hammer. "So, that leaves only one explanation for who you are." He looked up at her, "You are somehow related to that immovable object. I'm guessing owner? If so, that would make you an alien. How am I doing?" She studied his face. A small smirk passed over his lips. Bingo. "So I'm not wrong, yet you cannot wield it. The facts aren't adding up. Care to shed some light on the subject?"

"You are a clever woman." The man nodded impressed.

"So I've been told." She waited to see if he was going to say anything else. When he didn't speak she continued, "Alright don't tell me. I always figure it out in the end."

A knock came from the door.

"That's my cue." Lucy sighed, standing up. Giving him one last glance she added, "We're trying to help, I hope you know that. Our job is to protect this world, but it isn't so easy when you don't know what you're dealing with."

Clint waited for her outside the door, "What did he say?"

"Nothing." Lucy shrugged, "We just talked about the weather. Why'd you call me out?"

"He's got a visitor." Clint replied leading her over to the entrance where Coulson was speaking to Doctor Selvig.

"His name is Donald Blake?" Coulson asked skeptically.

"Doctor Donald Blake." Selvig corrected, "He's part of our team."

"You have dangerous coworkers, Doctor Selvig." Coulson countered.

"He was distraught when he found out that you'd taken all of our research." Selvig explained, "That was years of his life, gone! You can understand how a man could go off like that. A big faceless organization like yours, coming in with their jack booted thugs and…" he backtracked, "That's how he put it."

Coulson eyed the Doctor, "That still doesn't explain how he managed to tear through our security."

Selvig raised his arms in a shrug, "Steroids! He's a bit of a fitness nut."

One of the computers beeped and a young agent called, "Sir."

Coulson looked at the screen, there was an alert, 'Falsified Data' it read across information about 'Doctor Donald J. Blake's' New York driver's license. "It says here he's an M.D." he queried.

"Well he is. Or he was." Selvig defended, "Before he became a physicist. A…A brilliant physicist. He's a wonderful man, he's a man in pain."

The door to the interrogation room opened and Selvig walked in, "Oh Donny, Donny, Donny!" Thor looked up confused. "There you are. It's going to be all right, my friend. I'm taking you home."

"Doctor Blake!" a voice cried behind the quickly retreating Selvig and Thor. They cautiously turned around to see Lucy running up to them, "I believe this is yours." She handed Thor what was obviously a SHIELD raincoat, the one he used as a disguise to break into the base. It was wrapped around Jane's notebook and Darcy's iPod. Thor took the jacket confused and peeked inside, realizing what was in it he gave her a grateful smile. She grinned in response, "Just keep him away from the bars." She reminded Doctor Selvig and the two men hurried away.

Back in the base Coulson turned to two other agents, "Follow them."

-permafrost-

The readings on the monitors were going crazy. They matched the data from a few days ago when the crater appeared.

"What the hell was that?" Coulson asked rushing into the room as Lucy and the other techs scrambled to understand what just happened.

"I don't know, sir." One of the young agents replied.

Lucy added tying furiously into one of the computers, "We got massive energy readings out of nowhere and then they just disappeared. About 15 miles due northwest."

"Let's go take a look." Coulson replied gathering his agents into the cars.

"Clint and I will stay back." Lucy called, "I'll watch for any other strange signs."

Coulson nodded driving off with his support.

-permafrost-

Over SHIELD radio:

"Base to team two." Lucy commed, "We've got activity outside the town. Stay on your target."

From the top of the building where Agents Garrett and Cale were monitoring Thor, Selvig, Jane, and Darcy have breakfast they spotted a strange sight.

"Is there a renaissance fair in town?" Agent Garrett questioned.

Agent Cale shrugged, "Call it in." he suggested.

"Uh base." Agent Garret radioed, "We've got uh Xena, Jackie Chan, and Robin Hood…"

Lucy wasn't listening anymore, all of the computers rang at once as an even larger energy signature flashed across the screens. It originated in the same location Coulson and the rest of the agents just went to inspect.

A moment later her radio rang, "Medical! We need medical and backup at the energy site."

"Alright people!" Lucy stood up, "Let's go! We've got bigger problems than an immovable hammer. Clinton, with me." and the two of them grabbed their weapons and ran to the cars.

-permafrost-

"What the hell happened here?" Clint asked as he and Lucy pulled up to the remains of several SHIELD vehicles. Large scorch marks were seared into the ground. Cars and people were scattered everywhere.

"I'd be happy to show you." Coulson pointed toward the town, "It's about twenty minutes that way."

"That's not normal." Clint observed as he and Lucy drove into town. Before them was a huge column of lighting. Grey winds wove themselves into a colossal pillar flashing every now and then with thunder and lightning. Then, Thor could be seen battling the Destroyer with the restored power of Mjolnir.

"The God of Thunder." Lucy murmured the facts clicking into place.

The agents jumped out of their cars and helped usher the civilians away from the battle. People were screaming and children were crying but there was nothing they could do but wait.

-permafrost-

When the fight was over and the storm was calm, the agents went over to where Thor and his friends were gathered.

"Excuse me!" Coulson greeted, "Donald. I don't think you've been completely honest with me."

"Know this, Son of Coul." Thor to Lucy who grinned in acknowledgement and to Coulson, "You and I we fight for the same cause, the protection of this world." He repeated her words back from earlier, "From this day forward you can count me as your ally, if you return the items you have Jane."

"Stolen." Jane remarked bitterly.

"Borrowed." Coulson corrected, "Of course you can have your equipment back."

"You're going to need it to continue your research." Lucy added.

-permafrost-

After the fight the agents slowly approached the inert form of the Destroyer, "Hey Coulson!" Clint called over, "I've just 'encountered an extraterrestrial object.'"

"You want to try to lift this one too?" Lucy finished sarcastically and the two high fived for their cleverness. From her pocket came the sound of AC/DC's Back in Black. Not even looking at the caller ID she answered, "Yes, Eddie? I'm a little busy right now."

"I'll make this quick." Tony responded, "Fury just asked me to consult for SHIELD."

"Congratulations!" She replied, "I'll be home soon. Now what did you actually want to tell me?"

You could almost hear Tony rolling his eyes and ruffling his hair, "I…uh… I finally told Pepper that…uh thing."

She smiled, "And this was last night I assume?"

"Yeah…"

"Does Rupert know?"

"He was kinda…there."

"Great." Lucy smirked, "Cause he owes me $100. Anyway…"

"Wait, wait. What?" Tony stopped her, "Did you two bet about my love life?"

"That's not important." She replied flippantly, "I'll probably be back tomorrow, see you then. Love you." And she hung up before he could say anything else.


	41. Frostbite

Lucy was driving a sleeping Clint and Coulson to the SHIELD airbase in Roswell, New Mexico. They had said their good byes to Selvig, Jane, and Darcy after Coulson insisted on debriefing them. "Hey guys, wake up." She roused the two snoring agents, "Look." She pointed to the destroyed Destroyer as other agents wheeled the inert form up the ramp of one of the larger aircrafts.

"Slow and easy!" one the agents directed, "We don't want to disturb this thing!"

Clint rubbed his eyes from the back seat, "The next time you call me in, I'd appreciate the opportunity to shoot something."

-permafrost-

Back at SHIELD Headquarters…

"We have lift off, sir." Coulson informed over the phone.

Fury nodded, "Good. Report back when you land." He looked up as a knock came from his door, "Enter." He called.

"I'm sorry to bother you Director, but our technicians flagged an unauthorized user in the database." An agent told him.

"We were hacked?!" Fury demanded.

The agent shook his head, "Actually no. This person had the proper encryption keys and authorization codes, but…"

"Who?" Fury interrupted, "Who is this person?"

"General Thaddeus Ross."

Fury sunk back into his chair rubbing his forehead, "Unbelievable."

-permafrost-

Andrews Air Force Base, Maryland

"General Ross." Fury greeted walking around various soldiers going about their duties among the various planes and helicopters.

Ross turned to the Director, "Colonel Fury! In the flesh!"

"A word?" Fury gestured to a more secluded area of the building.

"And here I thought you'd just send one of your snoops to hide in the shadows and take notes." The General proclaimed.

Fury cut to the chase, "I assume that you had this thought when you were illegally breaching my encrypted database?"

"Oh no, you've got it all wrong." Ross smiled, "The World Security Council gave me clearance for that. I mean… you didn't really believe that they'd trust you and you alone with the safety of this world?" his insincere smiled turned into a smirk, "The world needs both of us, Fury. I'm out on the battlefield killing our enemies, and you're safe behind a wall protecting all the secrets everyday citizens can't handle. You're the shield, and I'm the sword."

"You're not sharp enough to be a sword, General." Fury scoffed.

The general raised his eyebrows, "That's the old me. the new me is embracing the practical applications of advanced science in modern warfare. My team and I have made some very significant breakthroughs. I know you'd prefer to dig around in the ice for antiquated weapons, and to keep yourself in the good graces of the living one. Yeah I know about her, not that she's that useful, but I place more value in moving forward."

"The 'new you' could learn a few things from the 'old you'. Especially on the subject of rushing into things you don't fully understand." Fury replied pointedly, "Your half-assed super soldier experiment is dangerous. Everyone knows it, even that 'useless' super soldier knew. Why do you think she hasn't tried to stop you? I strongly suggest that you pull Captain Blonsky from the field immediately."

Ross rose to his full height, "I don't take orders from you, Colonel."

Fury sighed, "Stay the course and you will soon enough."

"Whatever helps you shut that eye at night. If you'll excuse me…" and Ross left to board a helicopter, "I have a hulk to catch."

Fury shook his head and dialed SHIELD headquarters, "Lock in on Mr. Green's location and then get that information to Agent Romanoff. I need her on the move right away."

-permafrost-

Harlem, New York

That night…

"We need to bring in Banner, anything to keep him out of General Ross' path." Fury ordered Natasha.

She was currently watching soldiers swarm a building, "Director Fury, General Ross beat me here. He's taken Banner into custody. They're taking him out in a helicopter, I won't be able to peruse."

Her phone speaker sounded, "Our intel had Banner meeting with a Doctor Samuel Sterns. He's a cellular biologist, got a lab on the third floor. Go make sure that Banner didn't leave him anything to work with."

"Copy that." She shut her phone and ran into the building. Before she could enter, Captain Blonsky who had turned into the Abomination broke out of the side of the wall. "Ugh, not again." She growled throwing herself out of the way. Car alarms went off and smoke was pouring out of the hole in the building structure. Holding up her cell phone she saw that the screen had shattered in her fall. "Of course." She sighed and continued up to the third floor.

Groans could be heard under the wreckage, "My goodness aren't you pretty?" a voice mused.

"Doctor Samuel Sterns?" Natasha questioned aiming her gun at the man.

"I think perhaps once I was…" the Doctor grunted, "but shall now become much more."

She regarded him skeptically not lowering her weapon, "Right, sure. I'm going to get you medical attention."

"Oh no, my dear. I am the only Doctor I will require." His face was starting to turn an unnatural green shade while his skin bubbled, "But I will be requiring you assistance."

"My assistance?" she adjusted her aim to his moving form.

Sterns stood up, "For I am changed now. I see my future unfolding. It is an illustrious future defined by power and influence. A future that begins this very instant. Assist me in gathering my work and eluding the authorities and this effulgent future will be yours also, my little Russian darling." He shuffled slowly closer to her, "Faint traces of your accent suggest that Stalingrad was your birthplace, but I sense that you have not seen a home in many years, my child. Whatever the evil men took from you , whatever your heart desires, it will be yours. All you must do for me is…" He didn't get to finish because the Black Widow shot him in the leg. "You will suffer for this!" he threatened.

"Oh hush, now." She rolled her eyes. To her barely working phone she said, "This is Romanoff calling in a cleanup team I'll mark the location with flares on the roof."

As she was on the roof thunderous crashes and painful screams could be heard from down the block. The Hulk and the Abomination were battling it out all over Harlem.

-permafrost-

Back at SHIELD HQ…

"Director Fury?" Natasha knocked on the door to the room he was seated in.

"Agent Romanoff." He acknowledged, "I hear that Banner escaped."

"Yes." She admitted, "But General Ross took position of that other…thing. Looked like a deformed dinosaur."

"That's unfortunate." Fury remarked.

"Sir," Natasha sighed, "it's too much. Too much for us to handle."

Fury looked up surprised, "Never thought I'd hear _you_ say that."

"Don't misunderstand me because I fear no man." She placed her hands on her hips, "But this is different. These are gods, and monsters, and machines of war that we're mixed up with. I'm supposed to go up against the Hulk with 17 rounds of armor piercing bullets? I don't think so." She shook her head and continued, "I don't like it any more than you do, sir. But we're outmatched. The sooner we accept it the sooner we can fix it – or the sooner we can stop wasting our time pretending that we can make a difference."

"You're right." Fury agreed, "I'd like you to see something." He typed into his computer, making a call to the World Security Council and waiting for them to answer.

"Director Fury." One of the councilmen answered, "We understand that you have an important matter you'd like to discuss?"

"Yes, I do." Fury continued to click away at his keyboard, "I'm sending you a prospectus for SHIELD's new budgetary allocations. You'll see that it substantially increases funding for the agency, expands jurisdiction for my agents, and augments my strategic authority."

"You ask fro quite a lot, Director." A second member of the council spoke.

"The whole world, some world say." The first man added.

The second man continued, "Tell us… has there been any significant progress with the Tesseract recently?"

"Nope." Fury answered.

"Reigniting the tesseract was and will remain you primary objective as Director of SHIELD." The first man warned, "Yet you have made no headway."

"Hmm…Let me think…" Fury replied sarcastically.

"Please. Enlighten us. What have you accomplished as of late that would justify compensation of this magnitude?" the council man countered.

"It's been such a busy week." Fury reminisced, "I not only saved Tony Stark's life, but I also provided the guidance he needed to finish his father's work. The result of that being the creation of a new element, which might be extremely useful in reigniting the tesseract." He listed, "After that, I formed an alliance with the extraterrestrial Thor and then recovered the Asgardian weponized armor, which if I'm not mistaken comes from the same realm as the tesseract. Maybe my pal Doctor Erik Selvig, another recent ally, can learn more about the tesseract from the armor, or vice versa? Just a thought. After that I ran interference to keep that halfwit goon Thaddeus Ross from destroying New York city with his enhanced psycho soldier. I'd hate to speculate on how a man like Ross got his hands on the classified intelligence that led to that horrifying incident." He paused to let that sink in.

"Director Fury…" one of the council members tried to respond.

But Fury cut him off, "Oh! And meanwhile I've kept a small team on the hunt for Steve Rogers. You know, the partner of another certain super soldier who I've also kept a close friendship with incase anything bad happens. She by the way, while not actually a part of SHIELD has been an immense help in all these events, not including the things she does in secret on her own time. I know this might be perceived as disobeying orders, I jus thought it might be handy to have access to the only human beings on this planet that have had any direct experience with the tesseract. Perhaps if the Captain were recovered, both of them would be more willing to work with us? Anyway," he leaned back in his chair kicking his feet onto the table, "that's what I've been up to. I've also done some thinking, and in doing so I've realized that the world is changing, getting more dangerous. One thing I know for sure," he sat up seriously, "nobody is better suited to protecting this world than me and my people. All we need are the means to do what we do best."

The room rung with silence as the Council deliberated all that Fury had just thrown at them. "We have reviewed your prospectus."

"You will have all that you require by month's end."

"Thank you." Fury ended the call. "I've made half a dozen calls of that nature and this is the first time they're really listened." He remarked to Natasha.

"That was good work, boss." She smiled.

"I just hope it's enough." Fury sighed standing up and looking at the various screens around the room displaying the events of the week, "Because I don't want to get caught off guard like that ever again."

-permafrost-

One year later…

Down in the arctic circle a researcher was traveling through the ice when his snowmobile hit something. Getting off and shoving around the snow he uncovered what looked to be some sort of symbol, it was a red skull with tentacles curled around it.

A truck pulled up to the evacuation site. The doors slammed shut as two SHIELD agents entered into the blistery cold wind.

"Are you the guys form Washington?" the researcher questioned?

The first agent responded dryly, "You get many other visitors out here?"

The investigator shrugged, "There used to be this one girl, but it's been years since she came. Before my time. Every year they hold out she'll come again. Kind of an urban legend really."

"How long you been on site?" the second agent asked.

"Since this morning." the researcher responded loudly against the wind, "A Russian oil team called it in about 18 hours ago."

"How come nobody's spotted it before?" the first agent questioned.

"It's really not that surprising." The scientist explained, "This landscape's changing all the time."

"You got any idea what this thing is exactly?" the second agent continued.

"I don't know."

"It's probably a weather balloon." The first agent joked.

"I don't think so." The researcher led them onward, "You know we don't have the equipment for a job like this."

"How long before we can start craning it out?"

The academic laughed, "I don't think you quite understand. You guys are gonna need one hell of a crane." And they came to a stop in front of the partially uncovered form of a massive black plane.

A few hours later, the sound of a laser drill could be heard rotating over and over on the ice, trying to break through the frozen metal. When a hole had finally been made the two agents propelled down into the unidentified craft with ropes.

"Base, we're in." the first agent notified.

Their flashlights shined in the dark cavern of a plane. Everything was concealed in frost and snow, a filmy white layer covered every inch of the space. "What is this?" the second agent questioned as they slowly walked around.

"Careful!" the first agent warned as he slipped in the ice.

The second agent walked over to a mound of snow and pushed it aside revealing some kind of colored disc beneath. "Lieutenant!" he called.

"What is it?" the other replied turning around and shining his light on the freshly unearthed metal. "Oh my god." He stared in disbelief.

"Base, get me a line to the Colonel." The second agent ordered.

The radio buzzed back, "It's 3 am, sir."

"I don't care what time it is." He replied still staring at the patriotic red, white, and blue. "This one's waited long enough."

-permafrost-

Back at SHIELD Headquarters Agent Coulson was making his way to a meeting. As he walked he passed labs where the teams of experts were studying the Whiplash Armor: Mark I, atmospheric disturbances, and Project Mr. Blue.

At the end of the hall he finally reached that held the Destroyer from New Mexico.

"Agent Coulson!" a scientist called out, "Thank you for being here."

"It's my job to be here, Doctor but…" he paused looking around at the equipment, "I do love my job."

"Of course. Now, I'd like to take a moment to curb your expectations…"

Coulson interrupted, "Consider them curbed. Let's proceed."

"But you must know that for years now we haven't been able to incite any reaction from…"

"I'm not concerned with what you couldn't do before, only with what you might do now."

"Alright, then." The scientist replied reluctantly. Then turning to the rest of the room he commanded, "Listen up people, we are a go! Everyone double check their components and then get behind the blast shield! I want to see goggles on!" putting on his own protective goggles he muttered to himself, "Okay, let's juice it up."

The inactive Destroyer flickered and then a huge jet of fire streamed out of the 'head' compartment, not unlike it did when it battled Thor.

"That's excellent work, Doctor." Coulson shook the scientist's hand.

"Thank you, Agent Coulson."

Coulson continued, "Now I need you to dismantle that thing, and make it about a hundred times smaller." He pointed to the smoking machine, "And put a trigger on it!" he shouted as he exited the lab.

"Wasn't expecting you here." Coulson stopped as he noticed Fury standing by the door.

"I was woken up by a call this morning." Fury smiled, "A call from up north with big news. We found Steve Rogers." He watched amused as Coulson started to hyperventilate. "Take a deep breath. I need you to gas up the jet and set a flight for these coordinates. But before you do, get Marie, and tell her about what we've been doing. I just have one errand to run before we take off for the artic."

-permafrost-

In the Mojave Desert…

"Sorry to rush you, but I have to be on a plane leaving for the Arctic in 2 hours." Fury apologized to Hawkeye.

"Couldn't you have put Nat on this?" Clint yawned.

Fury shook his head; "She's in deep cover in Asia right now. Besides I know better than to post that woman in an isolated bunker full of men."

"Can't argue with that." Clint agreed.

"Don't fool yourself Barton. This isn't jerkduty. Not only are you guarding the most important object in SHIELD's possession, but I also want you keeping tabs on Doctor Selvig for me. His lab assistants tell me he's been acting a little bizarre as of late."

Clint nodded, "I'm all over it boss."

-permafrost-

"… with this new element," Doctor Selvig was saying, "we've been able to create several power surges. My hope is to stabilize the direct current and then maintain a safe level of input and output energy."

"I look forward to a demonstration once I finish with this business up north." Fury said as he followed the scientist down the hallway to the lab.

"As do I!" Selvig agreed, "Tell me, has Mr. Stark named this element that he created?"

Fury sighed, "He's working on a patent for 'Badassium,' but has encountered several bureaucratic obstacles."

"Such an odd man." The doctor commented.

"You have no idea." Fury rolled his eyes. Introducing Clint, he continued, "Until my return I'm leaving Agent Barton here as a watchdog. He's one of my best men and good for a laugh from time to time."

"A pleasure" Clint shook Selvig's hand.

"Likewise." Selvig replied.

"ON that note, I have a plane to catch. Make him feel at home, Selvig, and I'll be seeing you both soon." Fury waved in goodbye.

"Safe travels, boss." Clint saluted.

"Agent Barton, were you amongst the men deployed to Puente Antiguo, New Mexico, about a year ago?" the doctor questioned and he entered the code to the tesseract lab.

"Yeah. I was." Clint nodded, "Why?"

"Just as I thought…" Selvig replied, unbeknownst to anyone else, he was operating under the influence of Loki, "…I remember you."

-permafrost-

"Phil!" Lucy answered as her phone rang. "Are you coming to visit me soon? And don't tell me this call is about that energy project you're working on again. I already told Nicholas I need to think about it."

"Actually," Coulson replied, "I was thinking maybe you should visit us."

Lucy scoffed, "Now why would I do that? I already spend too much time in Washington cleaning up after you kids."

"Because we won't be in Washington." Coulson responded excitedly, "We're going to the Arctic Circle."

"May I ask why?"

"We did it, Marie. We found him."

-permafrost-

…_Curve ball, high and outside for ball one. So the Dogers are tied 4-4…_

His senses were slowly returning to him. He blinked.

…_And the crowd well knows that with one swing of his bat, this fellow's capable of making it a brand new game again... _

The first thing that came back was his hearing. The radio was on and the announcer, narrating a ball game.

…_Just an absolutely gorgeous day here at Ebbets Field. The Phillies have managed to tie it up at 4-4. But the Dodgers have three men on…_

He breathed deeply trying to establish his surroundings. He was laying on a bed. A fan leisurely turned above him as soft lighting streamed through the partially open window. The walls were painted stark white and a muted green. The furniture was sparse and resembled that of a hospital.

…_Pearson beaned Reiser in Philadelphia last month. Wouldn't the youngster like a hit here to return the favor?_

He sat up on the bed listening closer to the radio, his brows furrowed in a frown.

_Pete leans in. here's the pitch. Swung on a line to the right. And it gets past Rizzo. Three runs will score. Reiser heads to third. Durocher is going to save him in. Here comes the relay, but they won't get him…_

A motion caught his eye, the door opened. A young woman walked into the room and shut it behind her, "Good morning." she smiled soothingly, "Or should I say afternoon." She checked her watch. She was dressed in clothes that fit the 1940s military uniform. Her hair curled and coifed with dark red lipstick, signature of the time. She came to a stop in from of him, her hands clasped in front of her.

"Where am I?" he breathed out studying her every move.

"You're in a recovery room in New York City." She replied comfortingly.

_…The Dodgers take the lead, 8-4. Oh Dodgers! Everyone is on their feet. What a game we have here today, folks. What a game, indeed…_

He paused still listening to the game on the radio. His sharp gaze flickered back to her accusingly, "Where am I really?"

The woman smiled confused, "I'm afraid I don't understand."

"The game." He clarified, "It's from May 1st 1941. I know because I was there." He remembered him and Bucky dragging Lucy along even though she didn't know a single thing about the sport.

Her face lost it's gentle smiling and became a tense grimace.

He stood up menacingly, "Now I'm going to ask you again." He walked toward her, "Where am I?" he demanded.

She pushed a panic alarm hidden in the palm of her hand, "Captain Rogers…" she tried to calm him.

"Who are you?" he shouted, tired of the games. The door opened once more and two men in suits walked in. A moment later they were thrown out the fake hospital walls. He followed them through the hole and saw that the room was a set located in a much larger empty room.

"Captain Rogers, wait!" she frantically shouted after him as he ran through the building. "All agents, code 13! I repeat. All agent, code 13!" the woman spoke into her radio.

Running into a more populated part of the building, he pushed his way past more people who tried to stop him and burst outside. He found himself in the middle of a road. But it was unlike any road he had ever seen in his life. Everything was brighter, louder, taller… everything was different. He ended up in some place that faintly reminded him of Times Square, but everything was moving, the images, the people, the cars. He spun around in circles trying to find something that looked familiar. Then multiple unmarked vehicles quickly pulled to a stop, surrounding him on all sides.

"At ease, soldier." A voice rang out. Looking back he came face to face with a one eyed man in a trench coat. "Look, I'm sorry about that little show back there, but we thought it best to break it to you slowly."

"Break what?" he huffed still disconcerted at what was going on.

Fury sighed, "You've been asleep, Cap. For almost 70 years." He watched as the super soldier frowned a distressed look spreading across his face. "Are you going to be ok?"

"Yeah…" he replied unable to look at the Director anymore, his chest was swelling up as breathing became difficult. He cleared his throat, "Yeah… I just…"

"Steve?" came a familiar voice from behind the soldier, a melodic sound he'd never thought he'd hear again. He almost didn't want to turn around, scared it was just a hallucination. Looking back over he met her glittering blue eyes and her kind bright smile. He couldn't form words as she walked up to him and stroked his cheek. Her soft fingers made contact with his skin and suddenly she was real.

"Hey, soldier." Lucy beamed as her arms wound their away around his neck, "I've been waiting a long time for you to come back from war." a tear escaped the corner of her eye, "Don't you know it's rude to keep a lady waiting?"

"I'm sorry ma'am." Steve blinked, still trying to bring her into focus. His arms naturally found their way around her waist, clutching her to him like a lifeline, "I'll try not to do that again."

"I'm going to hold you to that promise." She grinned and leaned in close, their mouths a hair's breadth away from each other, "By the way," she spoke their lips dusting against each other with every word, "I love you too." And she sealed their reunion with a passionate kiss.


	42. Sequel

A huge thank you to everyone who favorited, followed, and reviewed this story.

Again everything belongs to MARVEL except for my OC Lucy.

My sequel which is still in the process of getting a title is up now! Please check out my profile for the new story.

Love,

thisismymo

per·ma·frost

_noun_

a thick subsurface layer of soil that remains frozen throughout the year


End file.
